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HomeMy WebLinkAbout04-11-2024 Regular Meeting - Rock Prairie Management District No. 2ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 MINUTES OF PUBLIC MEETING OF BOARD OF DIRECTORS April 11, 2024 The Board of Directors (the "Board") of Rock Prairie Management District No. 2 (the "District") met in regular session, open to the public on April 11, 2024, at 4121 State Highway 6 South, College Station, Brazos County, Texas 77845, in accordance with the duly posted notice of meeting, and the roll was called of the duly constituted members of said Board of Directors, as follows: Uri Geva — President Hays Glover — Vice President Logan Lee — Assistant Vice President Mark Lindemulder —Secretary Samuel "Kit" Kerbel — Assistant Secretary and all of said persons were present, except Directors Geva and Lee, thus constituting a quorum. Also present were James Murr of College Station Town Center, Inc. ("CSTC"); Denise Oppenheimer of Municipal Accounts & Consulting, L.P. ("MAC"); Robert Atkinson of EHRA Engineering ("EHRA"); Avik Bonnerjee of B&A Municipal Tax Service, LLC ("B&A"); Spencer Day of Masterson Advisors LLC ("Masterson"); Councilmember Mark Smith of the City of College Station (the "City"); and Christina Cole of Schwartz, Page & Harding, L.L.P. ("SPH"). The Vice President called the meeting to order and declared same open for such business as might properly come before it. Ms. Cole informed the participants that, in accordance with the requirements of the City's Resolution No. 07-09-15-02 consenting to the creation of the District, the meeting would be recorded, and requested that participants speak clearly, including when making or seconding a motion. PUBLIC COMMENTS The Board began by opening the meeting for public comments. There were no comments from members of the public. APPROVAL OF MINUTES The Board next considered approval of the minutes of its meeting held on February 8, 2024. After review and discussion, Director Glover moved that the minutes for said Board meeting be approved, as written. Director Kerbel seconded said motion, which unanimously carried. RECEIVE BIDS FOR PURCHASE OF THE DISTRICT'S $1.600,000 UNLIMITED TAX ROAD BONDS, SERIES 2024 (the "Bonds") Ms. Cole advised that the City consented to the sale of the Bonds at its March 28, 2024, City Council meeting, and pursuant to a notice published as required by law, public bids for the sale of the District's Bonds were to be received at this time and place. Mr. Day announced that six (6) bids for the Bonds had been received electronically, the list of the electronically received bids being attached hereto as Exhibit A. Mr. Day reported that the low bid for the Bonds was submitted by Raymond James & Associates, Inc. ("Raymond James"), at a net effective interest rate of 4.418111%. Following discussion of the bids received, Director Glover moved that the Board accept the bid of Raymond James for the purchase of the Bonds at a net effective interest rate of 4.418111%. Director Kerbel seconded said motion, which unanimously carried. DISTRIBUTION OF FINAL OFFICIAL STATEMENT As the next order of business, the Board discussed the completion of the Final Official Statement by Masterson in connection with the Bonds. Following further discussion, Director Glover moved that Masterson be authorized to complete the Final Official Statement, dated as of the date hereof, and that said Final Official Statement be adopted by the Board and District, subject to final review and comment by SPH. Director Kerbel seconded said motion, which carried unanimously. BOND ORDER Ms. Cole presented to the Board the District's Order authorizing the issuance of the Bonds ("the Bond Order"), a copy of which is attached hereto as Exhibit B, and reviewed various provisions thereof with the Board. Following further discussion, it was duly moved by Director Glover, seconded by Director Kerbel, and unanimously carried that the Bond Order presented be passed and adopted and that the Vice President be authorized to execute the Bond Order, and the Secretary to attest same on behalf of the Board and District. PAYING AGENT/REGISTRAR AGREEMENT WITH THE BANK OF NEW YORK MELLON TRUST COMPANY. N.A. The Board next considered and reviewed a Paying Agent/Registrar Agreement ("Agreement") by and between the District and The Bank of New York Mellon Trust Company, N.A., relative to the Bonds. Ms. Cole reviewed the various provisions of the Agreement with the Board. After further discussion of the Agreement, Director Glover moved that the Agreement be approved and that the Vice President be authorized to execute the Agreement on behalf of the Board and District. Director Kerbel seconded said motion, which carried unanimously. AUTHORIZE EXECUTION OF VARIOUS ADDITIONAL DOCUMENTATION FOR INCLUSION IN TRANSCRIPT OF PROCEEDINGS FOR SUBMISSION TO THE ATTORNEY GENERAL OF THE STATE OF TEXAS As the next order of business, the Board considered authorizing the execution of various 2 723071 additional documentation for inclusion in the transcript of proceedings to be submitted to the Attorney General of Texas relative to the issuance of the Bonds. Following discussion, Director Glover moved that the President or, in his absence, the Vice President, and Secretary be authorized to execute any additional documentation required for inclusion in the transcript of proceedings to be submitted to the Attorney General of Texas relative to the issuance of the Bonds. Director Kerbel seconded the motion, which carried unanimously. AUDIT REPORT AND DISBURSEMENT OF BOND PROCEEDS FROM THE BONDS, The Board considered the approval of a draft audit report prepared by FORVIS in connection with the use of Bond proceeds to reimburse the developer within the District. Ms. Cole provided copies of the draft audit report presented at the February 8, 2024, meeting. After review and discussion, it was moved by Director Glover, seconded by Director Kerbel, and unanimously carried that (i) the draft audit report prepared by FORVIS in connection with the Bonds be approved, subject to the updating of same regarding the interest rate payable, and final review of same by the District's attorneys, and (ii) the disbursement of funds pursuant to the final audit be approved and authorized, subject to receipt of a signed Receipt and Indemnity from College Station Downtown Residential, LLC. INTERNAL REVENUE SERVICE FORM 8038-G The Board considered the execution and filing of Internal Revenue Service reporting form 8038-G relative to the Bonds. After discussion of the form, Director Glover moved that the President or Vice President be authorized to execute the same on behalf of the Board and District. Director Kerbel seconded said motion, which carried unanimously. ARBITRAGE LETTER Ms. Cole presented and reviewed correspondence from SPH, as Bond Counsel for the issuance of the Bonds, to the Board regarding certain provisions of federal tax law and regulations of the Internal Revenue Service pertaining to the expenditure and investment of proceeds of the Bonds. A copy of such correspondence is attached hereto as Exhibit C. Ms. Cole advised the Board that certain periodic reviews and reports are required to monitor compliance with federal arbitrage requirements and that the District may be required to remit arbitrage rebate or yield reduction payments based on said review and reports. She further advised the Board that the District's bookkeepers would monitor investment rates, District's financial advisor would review the debt service fund balance and coverage in connection with the annual tax rate recommendation, and arbitrage compliance specialists will be engaged to review the accounts. Ms. Cole advised the Board, however, that compliance with the requirements is ultimately the responsibility of the Board. AMENDMENT TO DISTRICT'S FIRST AMENDED AND RESTATED DISTRICT INFORMATION FORM RELATIVE TO THE BONDS, Ms. Cole discussed with the Board an Amendment to First Amended and Restated District Information Form ("DIF") relative to the issuance of the Bonds. After discussion on the matter, 3 723071 Director Glover moved that such amended DIF be approved, subject to the closing on the sale of the Bonds, that a majority of Board members be authorized to execute the amended DIF, and that all Board members present join in the filing of the amended DIF, as evidenced by a majority of Board members executing same. Director Kerbel seconded said motion, which unanimously carried. OTHER MATTERS The Board considered the approval of various documents to be executed by the Board in connection with the closing of the sale of the Bonds. In that regard, Ms. Cole presented and reviewed various closing documents with the Board, including the No -Litigation Certificate, the District's Receipt, and the Federal Tax Certificate, and advised that the closing is scheduled for Thursday, May 16, 2024, at 10:00 a.m. After further discussion of the closing documents, it was moved by Director Glover, seconded by Director Kerbel, and unanimously carried that the above - referenced documents be approved by the Board, that the President or Vice President and Secretary be authorized to execute the same on behalf of the Board and District, and that SPH be authorized to deliver same, as appropriate, upon the closing of the Bonds. BOOKKEEPING REPORT Ms. Oppenheimer presented to and reviewed with the Board a Bookkeeping Report, a copy of which report is attached hereto as Exhibit D, including checks presented therein for payment. Ms. Oppenheimer also presented and reviewed with the Board a Quarterly Investment Report prepared by MAC for the reporting period ended February 29, 2024, a copy of which is attached to the Bookkeeping Report (Exhibit D). Following review and discussion, Director Glover moved that (i) the Bookkeeping Report be approved and the checks presented therein be approved for payment, and (ii) the Quarterly Investment Report be approved and the District's Investment Officer be authorized to execute same on behalf of the District. Director Kerbel seconded the motion, which unanimously carried. OPERATING BUDGET FOR FISCAL YEAR ENDING MAY 31. 2025 Ms. Oppenheimer next presented a draft budget for the District's fiscal year ending May 31, 2025, a copy of which is included with Exhibit D. In connection therewith, Ms. Cole advised the Board that, pursuant to Section 7(e) of the City Resolution No. 07-09-15-02 (which provided the City's consent to the creation of the District), the City shall have the right to review the District's annual budget. After discussion on the proposed budget, Director Glover moved that SPH be authorized to forward the District's proposed budget for the fiscal year ending May 31, 2025, to the City for its review and comment prior to adoption at the next Board meeting. Director Kerbel seconded said motion which unanimously carried. 4 723071 UNCLAIMED PROPERTY REPORT Ms. Oppenheimer advised the Board that MA&C has researched the operating accounts of the District for the current reporting period, and reported that the District currently has no unclaimed property as to operating funds. Mr. Bonnerjee advised that B&A has researched the tax accounts of the District for the current reporting period, and presented the report attached hereto as Exhibit E confirming that the District currently has no unclaimed property as to tax funds. TAX ASSESSOR/COLLECTOR'S REPORT Mr. Bonnerjee then presented to and reviewed with the Board the Tax Assessor -Collector Reports for the months ending February 29, 2024, and March 31, 2024, including checks presented therein for payment. Copies of such reports are attached hereto as Exhibit F. After discussion, Director Glover moved that the Tax Assessor/Collector Reports be approved and that the checks identified therein be approved for payment. Director Kerbel seconded said motion, which unanimously carried. ADDITIONAL PENALTY ON DELINQUENT REAL PROPERTY TAXES, The Board considered the adoption of a Resolution Authorizing an Additional Penalty on Delinquent Real Property Taxes. Ms. Cole advised that the Board is authorized pursuant to Section 33.07 of the Texas Tax Code, as amended, to impose an additional penalty not to exceed twenty percent (20%) of the total taxes, penalty, and interest due the District on taxes that remain delinquent as of July 1. Following discussion, Director Lindemulder moved that the Resolution Authorizing an Additional Penalty on Delinquent Real Property Taxes, a copy of which is attached hereto as Exhibit G, be adopted, and that the District's Delinquent Tax Attorneys be authorized to proceed with the collection of the District's 2023 delinquent real property tax accounts on July 1, 2024, subject to proper notice having been given as provided in said Resolution. Director Glover seconded the motion, which unanimously carried. ENGINEERING REPORT Mr. Atkinson presented to and reviewed with the Board an Engineering Report dated April 2024, a copy of which is attached hereto as Exhibit H. Following discussion, Director Lindemulder moved to concur in the payment and approval of the pay estimates as set forth in the Engineer's Report. Director Kerbel seconded the motion, which unanimously carried. DEVELOPER'S REPORT The Board considered the Developer's Report. Mr. Murr presented a verbal report on the status of development within the District. 5 723071 \\�\\\\\\1\ E N PROPOSED ANNEXATION OF 19.44 ACRES OF LAND TO THE DISTRICT The Board deferred action on the proposed annexation of 19.44 acres of land into the District. ATTORNEY'S REPORT The Board considered the Attorney's Report. Ms. Cole briefly discussed the District's arbitrage requirements regarding its outstanding bonds. She then presented the Arbitrage Analysis Report prepared by Municipal Risk Management Group, L.L.C., noting that no action is currently required by the District regarding the same. A copy of the Arbitrage Analysis Report is attached hereto as Exhibit I. FUTURE AGENDA ITEMS The Board considered items for placement on future agendas. Ms. Cole noted that the next meeting of the Board will be held on Thursday, May 9, 2024, at 2:00 p.m. ADJOURNMENT There being no further business to come before the Board, on motion made by Director Glover, seconded by Director Kerbel, and unanimously carried, the meeting was adjourned. \\11111 I I III /11��� :o' .0 O3••.....•• \\\\\\ ///,11/1►I1I111111���\\ 6 Secret y 723071 LIST OF ATTACHMENTS Rock Prairie Management District No. 2 Minutes of Meeting of April 11, 2024 Exhibit A List of Electronically Received Bids Exhibit B Bond Order Exhibit C Arbitrage Letter Exhibit D Bookkeeping Report Exhibit E Letters Confirming no Unclaimed Property as to Operating or Tax Funds Exhibit F Tax Assessor/Collector Reports Exhibit G Resolution Authorizing an Additional Penalty on Delinquent Real Property Taxes Exhibit H Engineering Report Exhibit I Arbitrage Analysis Report -7 723071 LIST OF ATTACHMENTS Rock Prairie Management District No. 2 Minutes of Meeting of April 11, 2024 / Exhibit A List of Electronically Received Bids Exhibit B Bond Order Exhibit C Arbitrage Letter Exhibit D Bookkeeping Report Exhibit E Letters Confirming no Unclaimed Property as to Operating or Tax Funds Exhibit F Tax Assessor/Collector Reports Exhibit G Resolution Authorizing an Additional Penalty on Delinquent Real Property Taxes Exhibit H Engineering Report Exhibit I Arbitrage Analysis Report 7 723071 EXHIBIT "A" S&P Parity ire Inbox Parity Calr 09:45:06 a.m. CDST U • coming Calendar Overview J Compare 1 Summary 1 Bid Results Rock Prairie Mgmt Dt #2 $1,600,000 Unlimited Tax Road Bonds, Series 2024 The following bids were submitted using PARITY" and displayed ranked by lowest NIC. Click on the name of each bidder to see the respective bids. Bid Award* Bidder Name NIC ❑ Raymond James & Associates. Inc. 4.418111 O SAMCO Capital Markets 4.466964 ❑ RBC Capital Markets 4.484792 O HilltopSecurities 4.510691 [ ] Robert W. Baird & Co., Inc. 4.541862 I Crews & Associates.. Inc. 4.603589 *Awarding the Bonds tlApecific bidder will provide you with the Reoffering Prices and Yields. CO 1981-2023 Ipreo, All rghts reserved, Trademarks • itP Parity Aii irelnbox I Upcoming Calendar 1 1111011110 Excel l Print I Raymond James & Associates, Inc. - Dallas , TX's Bid Rock Prairie Mgmt Dt #2 $1,600,000 Unlimited Tax Road Bonds, Series 2024 Parity Calendar Deal List For the aggregate principal amount of $1,600,000.00, we will pay you $1,552,319.00, plus accrued interest from the date of issue to the date of delive . The Bonds are to bear interest at the following rate(s): Maturity Date Amount $ Coupon % Yield % Dollar Price Bond Insurance 09/01/2026 40M 6.5000 3.5000 106.544 AGM 09/01/2027 45M 6.5000 3.4000 109.570 AGM 09/01/2028 45M 6.5000 3.3000 112.701 AGM 09/01/2029 45M 6.5000 3.3000 115.414 AGM 09/01/2030 50M 6.5000 3.3000 118.040 AGM 09/01/2031 09/01/2032 100M 5.2500 3.3500 110.692 AGM 09/01/2033 09/01/2034 09/01/2035 165M 4.0000 3.6500 101.947 AGM 09/01/2036 09/01/2037 09/01/2038 09/01/2039 245M 4.0000 4.0000 100.000 AGM 09/01/2040 65M 4.0000 4.0800 99.049 AGM 09/01/2041 09/01/2042 140M 4.0000 4.2000 97.459 AGM 09/01/2043 09/01/2044 09/01/2045 230M 4.1250 4.3500 96.891 AGM 09/01/2046 09/01/2047 09/01/2048 250M 4.1250 4.4500 95.198 AGM 09/01/2049 09/01/2050 180M 4.2500 4.5000 96.162 AGM Total Interest Cost: $1,080,778.13 Discount: $47,681.00 Net Interest Cost: $1,128,459.13 NIC: 4.418111 Total Insurance Premium: $43,200.00 Time Last Bid Received On:04/11/2024 9:44:55 CDST This proposal is made subject to all of the terms and conditions of the Official Bid Form, the Official Notice of Sale, and the Preliminary Official Statement, all of which are made a part hereof. Bidder: Raymond James & Associates, Inc., Dallas , TX Contact: Randall Hawkins Title: Telephone : 214-365- 5546 Fax: 1 f S&P Parity Wire Inbox Parity Ca lend. .Deal List Upcoming Calendar I Overview 1 Result Excel Print I SAMCO Capital Markets - Dallas , TX's Bid Rock Prairie Mgmt Dt #2 $1,600,000 Unlimited Tax Road Bonds, Series 2024 For the aggregate principal amount of $1,600,000.00, we will pay you $1,552,019.35, plus accrued interest from the date issue to the date of delive . The Bonds are to bear interest at the following rate(s): % % Maturity DateAmount $ Coupon Yield Dollar Price Bond 09/01/2026 40M 6.5000 3.4500 106.658 09/01/2027 45M 6.5000 3.4000 109.570 09/01/2028 45M 6.5000 3.3500 112.488 09/01/2029 45M 6.5000 3.3500 115.152 09/01/2030 I 09/01/2031 09/01/2032 09/01/2033 09/01/2034 09/01/2035 09/01/2036 09/01/2037 09/01/2038 09/01/2039 09/01/2040 09/01/2041 09/01/2042 09/01/2043 09/01/2044 09/01/2045 09/01/2046 09/01/2047 09/01/2048 09/01/2049 09/01/2050 Total Interest Cost: Discount: Net Interest Cost: NIC: Total Insurance Premium: 100M 105M 110M 120M 125M 135M 145M 155M 165M Insurance AGM AGM AGM AGM 6.5000 3.4500 117.111 AGM 4.6250 3.5000 106.298 AGM 4.0000 3.6500 101.947 AGM 4.0000 3.8500 100.826 AGM 4.0000 4.0000 100.000 AGM 4.1250 4.1900 99.200 AGM 4.1250 4.2700 98.101 AGM 4.1250 4.3400 97.026 AGM 4.1250 4.4000 96.012 AGM 265M 4.2500 4.4500 96.912 AGM $1,092,956.51 $47,980.65 $1,140,937.16 4.466964 $43,200.00 Time Last Bid Received On:04/11/2024 9:40:56 CDST This proposal is made subject to all of the terms and conditions of the Official Bid Form, the Official Notice of Sale, and the Preliminary Official Statement, all of which are made a part hereof. Bidder: SAMCO Capital Markets, Dallas , TX Contact: Chris Whitlock Title: Telephone:214-765-1437 Fax: s&P Parity An IWire Inbox Parity Calendar Deal List Upcoming Calendar I ierview I Result I Excel I Print RBC Capital Markets - Dallas , TX's Bid Rock Prairie Mgmt Dt #2 $1,600,000 Unlimited Tax Road Bonds, Series 2024 a For the aggregate principal amount of $1,600,000.00, we will pay you $1,552,000.00, plus accrued interest from the date issue to the date of delivery. The Bonds are to bear interest at the following rate(s): Maturity Date Amount $ Coupon % Yield %IDollar Price Bond Insurance 40M 6.5000 3.6000 106.317 AGM 45M 6.5000 3.5000 109.244 AGM 45M 6.5000 3.4000 112.275 AGM 45M 6.5000 3.4000 114.891 AGM 50M 6.5000 3.4000 117.420 AGM 50M 6.5000 3.4500 117.111 AGM 50M 6.5000 3.0000 119.926 AGM 55M 6.5000 3.5000 116.803 AGM 55M 4.0000 3.6000 102.229 AGM 09/01/2026 09/01/2027 09/01/2028 09/01/2029 09/01/2030 09/01/2031 09/01/2032 09/01/2033 09/01/2034 09/01/2035 09/01/2036 09/01/2037 09/01/2038 09/01/2039 09/01/2040 09/01/2041 09/01/2042 09/01/2043 09/01/2044 09/01/2045 09/01/2046 09/01/2047 09/01/2048 09/01/2049 09/01/2050 115M 4.0000 3.8000 101.105 AGM 120M 65M 65M 4.0000 4.0000 100.000 4.0000 4.0500 99.429 4.0000 4.1500 98.231 AGM AGM AGM 140M 4.0000 4.2500 96.838 AGM 150M 4.1250 4.3000 97.641 AGM 160M 4.1250 4.4000 96.113 AGM 170M 4.1250 4.4500 95.198 AGM 180M 4.1250 4.5000 Total Interest Cost: Discount: Net Interest Cost: NIC: Total Insurance Premium: Time Last Bid Received On:04/11/2024 94.247 AGM $1,097,490.63 $48,000.00 $1,145,490.63 4.484792 $43,200.00 9:04:46 CDST This proposal is made subject to all of the terms and conditions of the Official Bid Form, the Official Notice of Sale, and the Preliminary Official Statement, all of which are made a part hereof. Bidder: RBC Capital Markets, Dallas , TX Contact: Chad Runnels Title: Telephone:312-559-1800 Fax: 312-559-1765 S&P Parity ' Wire Inbox Parity Calendar Deal List I Upcoming Calendar Overview , Result Excel Print HilltopSecurities - Dallas , TX's Bid Rock Prairie Mgmt Dt #2 $1,600,000 Unlimited Tax Road Bonds, Series 2024 For the aggregate principal amount of $1,600,000.00, we will pay you $1,552,089.55, plus accrued interest from the date of issue to the date of delivery. The Bonds are to bear interest at the following rate(s): Maturity Date Amount $ Coupon % Yield % Dollar Price Bond Insurance 09/01/2026 40M 6.5000 3.6000 106.317 AGM 09/01/2027 45M 6.5000 3.5000 109.244 AGM 09/01/2028 45M 6.0000 3.4500 110.085 AGM 09/01/2029 45M 6.0000 3.4500 112.231 AGM 09/01/2030 50M 6.0000 3.4500 114.305 AGM 09/01/2031 09/01/2032 09/01/2033 155M 5.0000 3.5000 108.399 AGM 09/01/2034 09/01/2035 110M 4.0000 3.7000 101.665 AGM 09/01/2036 09/01/2037 09/01/2038 180M 4.0000 4.0500 99.456 AGM 09/01/2039 09/01/2040 09/01/2041 09/01/2042 270M 4.0000 4.2000 97.459 AGM 09/01/2043 09/01/2044 09/01/2045 09/01/2046 310M 4.2500 4.4000 97.877 AGM 09/01/2047 09/01/2048 09/01/2049 09/01/2050 350M 4.3750 4.5000 98.078 AGM Total Interest Cost: $1,104,195.31 Discount: $47,910.45 Net Interest Cost: $1,152,105.76 NIC: 4.510691 Total Insurance Premium: $43,200.00 Time Last Bid Received On:04/11/2024 9:41:05 CDST This proposal is made subject to all of the terms and conditions of the Official Bid Form, the Official Notice of Sale, and the Preliminary Official Statement, all of which are made a part hereof. Bidder: HilltopSecurities, Dallas , TX Contact: Megan Sienty Title: Managing Director Telephone:214-953-4040 Fax: S&P Parity 11 Wire Inbox Parity Calendar Deal List Upcoming Calendar I Overview Result I Excel 1 Print Robert W. Baird & Co., Inc. - Milwaukee , WI's Bid Rock Prairie Mgmt Dt #2 $1,600,000 Unlimited Tax Road Bonds, Series 2024 ;MOUT,- For the aggregate principal amount of $1,600,000.00, we will pay you $1,552,007.25, plus accrued interest from the date of issue to the date of delivery. The Bonds are to bear interest at the following rate(s): Maturity Date Amount $ICoupon % Yield % Dollar Price Bond Insurance 09/01/2026 40M 6.5000 3.7000 106.091 AGM 09/01/2027 45M 6.5000 3.5500 109.081 AGM 09/01/2028 45M 6.5000 3.5000 111.851 AGM 09/01/2029 45M 6.5000 3.5000 114.370 AGM 09/01/2030 50M 6.5000 3.5000 116.803 AGM 09/01/2031 50M 6.5000 3.5000 116.803 AGM 09/01/2032 50M 6.5000 3.5500 116.496 AGM 09/01/2033 55M 4.0000 3.6000 102.229 AGM 09/01/2034 55M 4.0000 3.7000 101.665 AGM 09/01/2035 55M 4.0000 3.8000 101.105 AGM 09/01/2036 60M 4.0000 3.9000 100.548 AGM 09/01/2037 60M 4.0000 4.0000 100.000 AGM 09/01/2038 60M 4.0000 4.0500 99.456 AGM 09/01/2039 65M 4.0000 4.1000 98.867 AGM 09/01/2040 65M 4.1250 4.1500 99.700 AGM 09/01/2041 70M 4.1250 4.2000 99.079 AGM 09/01/2042 70M 4.1250 4.2500 98.416 AGM 09/01/2043 75M 4.1250 4.3000 97.716 AGM 09/01/2044 75M 4.2500 4.3400 98.788 AGM 09/01/2045 80M 4.2500 4.3800 98.206 AGM 09/01/2046 80M 4.2500 4.4200 97.599 AGM 09/01/2047 85M 4.2500 4.4600 96.971 AGM 09/01/2048 85M 4.2500 4.4800 96.610 AGM 09/01/2049 90M 4.3750 4.5000 98.117 AGM 09/01/2050 90M 4.3750 4.5200 97.776 AGM Total Interest Cost: $1,112,074.48 Discount: $47,992.75 Net Interest Cost: $1,160,067.23 NIC: 4.541862 Total Insurance Premium: $43,200.00 Time Last Bid Received On:04/11/2024 9:39:14 CDST This proposal is made subject to all of the terms and conditions of the Official Bid Form, the Official Notice of Sale, and the Preliminary Official Statement, all of which are made a part hereof. Bidder: Robert W. Baird & Co., Inc., Milwaukee , WI Contact: Geoff Kuczmarski Title: Telep ho ne:414-765-7331 Fax: S&P Parity All illWire Inbox Parity Calendar Deal List I Upcor ' g Calendar 1 Overview I Result ` Excel I'Prim ss CrewAtes Little Kock ; 7�R'sE Rock Prairie Mgmt Dt #2 $1,600,000 Unlimited Tax Road Bonds, Series 2024 For the aggregate principal amount of $1,600,000.00, we will pay you $1,562,321.11, plus accrued interest from the date issue to the date of delivery. The Bonds are to bear interest at the following rate(s): Maturity Date Amount $ Coupon % Yield % Dollar Price Bond Insurance 09/01/2026 40M 6.5000 3.6500 106.204 AGM 09/01/2027 45M 6.5000 3.6000 108.919 AGM 09/01/2028 45M 6.5000 3.5500 111.640 AGM 09/01/2029 45M 6.5000 3.4500 114.630 AGM 09/01/2030 50M 6.5000 3.4500 117.111 AGM 09/01/2031 09/01/2032 100M 6.5000 3.5000 116.803 AGM 09/01/2033 09/01/2034 110M 4.0000 3.7000 101.665 AGM 09/01/2035 09/01/2036 115M 4.0000 3.8000 101.105 AGM 09/01/2037 09/01/2038 120M 4.0000 4.0500 99.456 AGM 09/01/2039 09/01/2040 130M 4.0000 4.1500 98.231 AGM 09/01/2041 09/01/2042 140M 4.1250 4.2500 98.416 AGM 09/01/2043 09/01/2044 150M 4.2500 4.3500 98.655 AGM 09/01/2045 09/01/2046 160M 4.3750 4.4500 98.940 AGM 09/01/2047 09/01/2048 170M 4.3750 4.5000 98.158 AGM 09/01/2049 09/01/2050 180M 4.7500 4.3500 102.174 AGM Total Interest Cost: $1,690,921.61 Discount: $37,678.89 Net Interest Cost: $1,728,600.50 NIC: 4.603589 Total Insurance Premium: $43,200.00 Time Last Bid Received On:04/11/2024 9:24:47 CDST This proposal is made subject to all of the terms and conditions of the Official Bid Form, the Official Notice of Sale, and the Preliminary Official Statement, all of which are made a part hereof. Bidder: Crews & Associates, Inc., Little Rock , AR Contact: Katie Eisenhart Title: Telephone:501-978-7994 Fax: V MASTE RSO N ADVISORS LLC Rock Prairie Management District No. 2 Unlimited Tax Road Bonds, Series 2024 — Pricing Book April 11, 2024 Financin STERSON SL << VISORS • OP immary Rock Prairie Management District No. 2 Unlimited Tax Road Bonds, Series 2024 IMP Sa e Date Net Interest Cost (%) Underwriter No. of Bidders Underlying Rating Bank Qualified Insured Rating/Insurer/Premium ($) Final Maturity Delivery Date pril11,2 4.418111% Raymond James & Associates, Inc. 6 NR BQ AA/AGM/$43, 200 September 1, 2050 May 16, 2024 © 2024 Masterson Advisors LLC All Rights Reserved Bond Buyer 20-Bond GO Index Bond Buyer 20 Bond GO Index 15 Year History 7.00 6.00 5.00 4.00 3.00 2.00 1.00 Current: 3.68% 0.00 Apr-09 Apr-10 Apr-11 Apr-12 Apr-13 Apr-14 Apr-15 Apr-16 Apr-17 Apr-18 Apr-19 Apr-20 Apr-21 Apr-22 Apr-23 Apr-24 Source: The Bond Buyer VSTERSON ISORS © 2024 Masterson Advisors LLC 3 All Rights Reserved Recent MUD Transactions • There were 4 Non -Rated Insured Competitive New Money MUD transactions with par amounts ranging from $1.240MM to $6.435MM since March 7, 2024. • The underwriters elected to purchase bond insurance for all of the transactions, resulting in NICs ranging from 4.2283% - 4.5654%. • Each of the transactions received at least 4 bids. Net Int UnderUnderWilli Insured Final Bank Rating Rating Maturity Qualified Winning Bidder No. of Bids u 0 limited rk Bonds Series 2024 NR AA 2052 BQ SAMCO 6 i mite AA 4 3/25/2024 4.3179% Harris County MUD No. 423 6,065,000 Unlimited Tax Park Bonds, Series 2024 NR AA SAMCO 6 3/25/2024 4.3041% The Colony MUD No. 1C 4,430,000 Unlimited Tax Bonds, Series 2024 NR AA 2048 BQ SAMCO 7 401, V. STERSON ft VISORS Source: The Municipal Advisory Council of Texas © 2024 Masterson Advisors LLC All Rights Reserved History of District's Transactions • The District has sold 3 series of New Money Unlimited Tax Road Bonds. 5/11/2023 4.4351% $ )00 Unlimited Toad AA 9/8/2022 4.7474% 000 Unlimited Tax Road Bonds, Series 2022 NR - = • 2050 SAMCO Capital Markets 3/11/2021 2.8735% ,500,000 Unlimited Tax Road Bonds, Series 2021 NR - BQ 2050 Hilltop Securities &STERSON a ISORS Source: The Municipal Advisory Council of Texas © 2024 Masterson Adv'sors LLC 5 All Rights Reserved Major Financing Considerations Rating: Non -Rated Bond Insurance: Bidder's Option — qualified by both AGM and BAM Sale Method: Competitive sale required by law. Bid Solicitation: Posted on MuniHub, Texas MAC, Bloomberg, advertised in local newspaper and contacted list of potential of bidders. Bank Qualified: BQ Call Feature: 9/1/2030 Bid Parameters: • "All or None" basis at a price not Tess than 97% of the par value. • Each interest rate bid must be a multiple of 1/8 of 1% or 1/20 of 1% with the NIC not to exceed 5.58%. • The highest interest rate may not exceed the lowest interest rate by more than 2.50% in rate in the years 2034 (base year) through 2050. • No bid that generates a cash premium greater than $5,000 will be considered. Amortization: 25 years • Aik� IISTERSON No VISORS © 2024 Masterson Advisors LLC 6 All Rights Reserved EXHIBIT "B" ORDER AUTHORIZING THE ISSUANCE OF $1,600,000 UNLIMITED TAX ROAD BONDS, SERIES 2024 BE IT ORDERED BY THE BOARD OF DIRECTORS OF ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2: ARTICLE ONE STATUTORY AUTHORITY. RECITALS AND FINDINGS SECTION 1.01: AUTHORITY FOR THE DISTRICT. Rock Prairie Management District No. 2 (the "District"), was organized, created and established as a conservation and reclamation district and political subdivision of the State of Texas by an Act of the 83rd Texas Legislature effective June 14, 2013 (the "Act"), codified as Chapter 3909, Texas Special District Local Laws Code, pursuant to the provisions of Article III, Sections 52 and 52-1, and Article XVI, Section 59, of the Constitution of Texas, and operates under and is governed by the provisions of the Act, Chapter 49, V.T.C.A. Water Code, and Chapter 375, V.T.C.A. Local Government Code. SECTION 1.02: PURPOSES OF THE DISTRICT. The District was created and operates by and pursuant to the Act for the following purposes: (a) the control, storage, preservation and distribution of its storm water and floodwater, the water of its rivers and streams for irrigation, power, and all other useful purposes; (b) the reclamation and irrigation of its arid, semiarid, and other land needing irrigation; (c) the reclamation and drainage of its overflowed land and other land needing drainage; (d) the conservation and development of its forests, water, and hydroelectric power; (e) the navigation of its inland and coastal water; (f) the control, abatement, and change of any shortage or harmful excess of water; (g) the protection, preservation and restoration of the purity and sanitary condition of water within the state; the preservation of all natural resources of the state; developing and diversifying the economy of this state; eliminating unemployment and underemployment; and 1-1 Act to: (k) developing or expanding transportation and commerce. SECTION 1.03: POWERS OF THE DISTRICT. The District is authorized by the (a) purchase, construct, acquire, own, operate, maintain, repair, improve, or extend inside and outside its boundaries any and all land, works, improvements, facilities, plants, equipment and appliances necessary to accomplish the purposes of its creation, including all works, improvements, facilities, plants, equipment and appliances incident, helpful, or necessary to: (i) supply water for municipal uses, domestic uses, power and commercial purposes and all other beneficial uses or controls; (ii) collect, transport, process, dispose of and control all domestic, industrial, or communal wastes whether in fluid, solid, or composite state; (iii) gather, conduct, divert, and control local storm water or other local harmful excesses of water in the District; (iv) irrigate the land in the District; (v) alter land elevation in the District where it is needed; (vi) navigate coastal and inland waters of the District; (b) finance, develop and maintain recreational facilities for the people of the District, if and as allowed by applicable law; (c) design, acquire, construct, improve, finance and issue bonds, notes or other obligations for roads, under the authority of Article III, Section 52, Texas Constitution and the Act; and (d) provide, design, construct, acquire, improve, relocate, operate, maintain, or finance an improvement project or service authorized under the Act or Chapter 375, Local Government Code. SECTION 1.04: AUTHORITY OF THIS ORDER. The District is authorized by the Act and Article III, Section 52, of the Texas Constitution, to design, acquire, construct, finance, issue bonds for, and convey to this state, a county, or a municipality for operation and maintenance, a road or any improvement thereto, which meets the criteria of a county in whose jurisdiction the proposed road project is located or the criteria of a municipality in whose corporate limits or extraterritorial jurisdiction the proposed road project is located, if the municipality or county that will operate and maintain the road has approved the plans and specifications of the road project or if the Texas Transportation Commission has approved the plans and specifications of the road project, if the state is to operate and maintain the road, and to provide for the payment of the 1-2 principal of and interest on such bonds by the levy and collection annually of a sufficient tax upon all taxable property within the District. Said bonds are authorized by the Act and by V.T.C.A. Government Code, § 1201.001 et seq., as amended, to be issued in various series or issues, with or without interest coupons, in any denomination, payable at such time or times, in such amount or amounts or installments, at such place or places, in such form, under such terms, conditions, and details, in such manner, redeemable prior to maturity at any time or times, bearing no interest, or bearing interest at any rate or rates (either fixed, variable, floating, adjustable, or otherwise), all as determined by the Board of Directors of the District, and the Board of Directors finds that issuance of said bonds in multiple series or issues over an extended period of time is in the best interests of the District in order to ensure the continuing and orderly development of the District on terms and conditions which are feasible and practical. SECTION 1.05: FINDINGS. It is hereby found, determined and declared that: (a) the matters and facts set out in this Article One are true and correct; (b) at an election held within and for the District on November 3, 2015, the District was authorized to issue bonds in the maximum aggregate principal amount of $71,400,000 for the purpose or purposes of purchasing, constructing, acquiring, owning, operating, repairing, improving, or extending a waterworks system, a sanitary sewer system, and a drainage and storm sewer system, including, but not limited to, all additions to such systems and all land, improvements, facilities, plants, equipment, appliances, interests in property, and regional, regulatory or joint use participation rights or contract rights needed therefor and administrative facilities needed in connection therewith, and to provide for the payment of the principal of and interest on such bonds by the levy and collection annually of a sufficient tax upon all taxable property within the District; (c) at an election held within and for the District on November 3, 2015, the District was authorized to issue bonds in the maximum aggregate principal amount of $106,600,000 for the purpose or purposes of purchasing, constructing, acquiring, owning, operating, repairing, improving, or extending road facilities or facilities in aid thereof, including, but not limited to, landscaping, lighting, banners, and signs, signalization, beautification, sidewalks and crosswalks, and all additions to such facilities and all land, improvements, facilities, equipment, appliances, interests in property and contract rights needed therefor, and administrative facilities needed in connection therewith, and to provide for the payment of the principal of and interest on such bonds by the levy and collection annually of a sufficient tax upon all taxable property within the District; (d) at an election held within and for the District on November 3, 2015, the District was authorized to issue refunding bonds in the maximum aggregate principal amount of $178,000,000 to provide for the refunding by any lawful means of all or any portion of the Outstanding Bonds (hereinafter defined), the Bonds (hereinafter defined), Additional Bonds (hereinafter defined), or refunding bonds payable in whole or in part from taxes; 1-3 (e) the election described in paragraphs (b) through (d) hereof was called and held under and in strict conformity with the Constitution and laws of the State of Texas and of the United States of America, and the Board of Directors of the District has heretofore officially declared the results of said election and declared that the District was legally created and authorized to issue the bonds described in paragraphs (b) through (d) above, provided that City of College Station consent will be required prior to the issuance of bonds; (f) (g) pursuant to the authority of the election held November 3, 2015, as described in paragraph (c) above, the District has heretofore issued its $2,500,000 Unlimited Tax Road Bonds, Series 2021, dated as of April 1, 2021 (the "Series 2021 Road Bonds"), $2,500,000 Unlimited Tax Road Bonds, Series 2022, dated as of October 1, 2022 (the "Series 2022 Road Bonds"), and $1,750,000 Unlimited Tax Road Bonds, Series 2023, dated as of June 1, 2023 ("the "Series 2023 Road Bonds") to finance the acquisition and construction of road improvements to serve land within the District and, as of the date hereof, there remains outstanding and unpaid $2,370,000 in aggregate principal amount of the Series 2021 Road Bonds, $2,500,000 in aggregate principal amount of the Series 2022 Road Bonds, and $1,750,000 in aggregate principal amount of the Series 2023 Road Bonds (collectively, the "Outstanding Bonds"); the $1,600,000 bonds authorized by this Order should be issued pursuant to the authority of the election held on November 3, 2015 as described in paragraph (c) above for the acquisition and/or construction of road facilities to serve land within the District, and to pay certain other costs and expenses relating to the issuance of the Bonds; (h) the District has been authorized to levy taxes in payment of the Bonds, and the taxes to be levied and collected will be sufficient to pay the principal of the Bonds herein authorized as it becomes due and the interest thereon as it accrues and becomes payable; and (i) the Board of Directors reserves the right to issue the remaining $71,400,000 unissued bonds which were authorized at the election described in paragraph (b) hereof, the remaining $98,250,000 unissued bonds which were authorized at the election described in paragraph (c) hereof, and the remaining $178,000,000 unissued bonds which were authorized at the election described in paragraph (d) hereof, in one or more series, at a future date or dates when, in the judgment of the Board of Directors, such amounts are required for authorized purposes. (End of Article One) 1-4 ARTICLE TWO DEFINITIONS AND INTERPRETATIONS SECTION 2.01: DEFINITIONS. The following definitions, together with any supplemental definitions contained herein or in any exhibit hereto, shall apply with equal force herein and in any amendment or supplement hereto, and the scope and meaning of terms used in Exhibit "A", Exhibit "B", and Exhibit "C" hereto, whether or not defined therein, shall be determined by reference to this Article. Act. The term "Act" is defined in Section 1.01 hereof. Additional Bonds. The term "Additional Bonds" shall mean any additional bonds, including bonds payable in whole or in part from taxes, revenue bonds, contract revenue bonds, special project revenue bonds, refunding bonds and other bonds which the Board of Directors expressly reserves the right to issue in Article Nine of this Order. Authorized Investments. The term "Authorized Investments" shall mean all instruments which are authorized under the District's policies for investment of funds of the District adopted by the Board of Directors of the District from time to time, but in any event, all such instruments shall be authorized under the laws of the State of Texas for investment of funds of municipal utility districts. Board of Directors. The term "Board of Directors" shall mean the governing body of the District, as now or hereafter constituted. Bond Counsel. The term "Bond Counsel" shall mean the law firm of Schwartz, Page & Harding, L.L.P., Houston, Texas. Bond Fund. The term "Bond Fund" shall mean the District's debt service fund created and established and confirmed pursuant to the Prior Bond Orders. 2-1 Bond Fund Road Bond Account. The term "Bond Fund Road Bond Account" shall mean the special account created and established pursuant to the Prior Bond Orders. Bonds. The term "Bond" or "Bonds" shall mean any Bond or Bonds, as the case may be, of the issue of $1,600,000 Unlimited Tax Road Bonds, Series 2024, initially dated as of May 1, 2024, and authorized, issued and delivered pursuant to this Order. Business Day. The term "Business Day" or "Business Days" shall mean any calendar day or days which fall on Monday through Friday, but shall not include any such day which is designated as an official state or national holiday or a day on which financial institutions where the Paying Agent is located are authorized or required by state or national law or by executive order to close. Construction Fund. The term "Construction Fund" shall mean the District's construction fund created and established pursuant to the Prior Bond Orders. Delivery Date. The term "Delivery Date" shall mean, with respect to any one or more of the Bonds, the date of delivery of such Bond(s) to the Initial Purchaser thereof, as printed, stamped, or typed on the Initial Bonds. DTC. The term "DTC" means the Depository Trust Company of New York, New York, or any successor securities depository. DTC Participant. The term "DTC Participant" means brokers and dealers, banks, trust companies, clearing corporations and certain other organizations on whose behalf DTC holds securities to facilitate the clearance and settlement of securities transactions among such DTC Participants. District. The term "District" is defined in Article One hereof and shall mean and include any successors and assigns of the District and, where appropriate, shall refer to the Board of Directors of the District. 2-2 Fiscal Year. The term "Fiscal Year" shall mean the annual period from June 1 through May 31, or such other period as may hereafter be established by resolution of the Board of Directors of the District. Holder. The term "Holder" or "Holders" shall mean, when used with respect to any Bond, the Person or Persons in whose name such Bond is registered on the Register. Initial Bonds. The term "Initial Bond" or "Initial Bonds" shall mean any one or more of the Bonds authorized, issued and initially delivered hereunder upon which the manually executed certificate of registration of the Comptroller of Public Accounts of the State of Texas, or his or her duly authorized deputy, substantially in the form prescribed in Section 5.03 hereof, has been placed. Initial Date. The term "Initial Date" shall mean May 1, 2024. Initial Purchaser. The term "Initial Purchaser" shall mean the Person or Persons to whom the Bonds are to be sold and delivered, as provided in Section 13.01 hereof. Interest Payment Date. The term "Interest Payment Date" shall mean the date on which interest on any then outstanding Bond is due and payable, as provided in Section 3.04 hereof. Letter of Representation. The term "Letter of Representation" shall mean the Blanket Issuer Letter of Representations between the District and DTC, as same may be amended or supplemented from time to time. Maturity Date. The term "Maturity Date" shall mean any date on which the principal of any then outstanding Bond is due and payable, as provided in Section 3.03 hereof. 2-3 Net Proceeds. Except as said term is otherwise specifically defined for purposes of Section 8.01 hereof, the term "Net Proceeds" shall mean all proceeds received by the District from the sale of the Bonds, except those proceeds deposited into the Bond Fund Road Bond Account pursuant to the provisions of Section 7.04 hereof. Order. The term "Order" shall mean this Order and all amendments or supplements hereto. Outstanding Bonds. The term "Outstanding Bonds" is defined in Section 1.05 hereof. Paving Agent. The term "Paying Agent" shall mean the Person selected and maintained from time to time by the District for the purpose of making payment on behalf of the District of the principal of and the interest on the Bonds, as provided in Section 12.06 of this Order. Person. Except as said term is otherwise specifically defined for purposes of Section 8.01 hereof, the term "Person" shall mean any individual, corporation, partnership, firm, joint venture, association, joint stock company, trust, unincorporated organization or government, or any agency or political subdivision thereof. Predecessor Bonds. The term "Predecessor Bonds" shall mean, with respect to any particular Bond, every previous Bond evidencing all or a portion of the same obligation as that evidenced by such particular Bond, and, for the purposes of this definition, any Bond registered and delivered pursuant to Section 3.10 hereof shall be deemed to evidence the same debt as the mutilated, lost, destroyed or stolen Bond in lieu of which such Bond was delivered. Prior Bond Orders. The term "Prior Bond Orders" shall mean the orders of the Board of Directors of the District authorizing the issuance of the Series 2021 Road Bonds, Series 2022 Road Bonds, and Series 2023 Road Bonds, and amendments and supplements thereto, if any. 2-4 Record Date. The term "Record Date" shall mean, with respect to an Interest Payment Date of March 1, the preceding February 15, and with respect to an Interest Payment Date of September 1, the preceding August 15, whether or not such dates are Business Days. Redemption Date. The term "Redemption Date" shall mean, when used with respect to any Bond to be redeemed prior to its Maturity Date, the date fixed for redemption of such Bond pursuant to the terms of this Order. Register. The term "Register" shall mean the registry books maintained on behalf of the District by a Registrar designated by the District for such purpose in which are maintained the names and addresses of Holders and the principal amounts of the Bonds registered in the name of each Holder. Registrar. The term "Registrar" shall mean the trust or banking corporation or association designated and acting in such capacity from time to time, as provided in Section 12.05 of this Order. Road Bonds. The term "Road Bonds" shall mean any Outstanding Bonds or Additional Bonds issued for the purpose of financing road facilities pursuant to the Act and Article III, Section 52, of the Texas Constitution. Road Construction Fund Account. The term "Road Construction Fund Account" shall mean the special account created and established pursuant to the Prior Bond Orders. Road System. The term "Road System" shall mean a system of road facilities or facilities in aid thereof to serve the District, including, but not limited to, all additions to such facilities and all land, improvements, facilities, equipment, appliances, interests in property and contract rights needed therefor, and administrative facilities needed in connection therewith, now owned or hereafter purchased, constructed or otherwise acquired, and all extensions and replacements thereof and improvements thereto whensoever made. 2-5 Serial Bonds. The term "Serial Bond" or "Serial Bonds" shall mean any one or more as the case may be of the Bonds issued hereunder as serial bonds, which have Maturity Dates in the years 2026 through 2030, inclusive, and in the year 2040, and which are not subject to mandatory redemption pursuant to Section 4.01 hereof. Series 2021 Road Bonds. The term "Series 2021 Road Bonds" is defined in Section 1.05 hereof. Series 2022 Road Bonds. The term "Series 2022 Road Bonds" is defined in Section 1.05 hereof. Series 2023 Road Bonds. The term "Series 2023 Road Bonds" is defined in Section 1.05 hereof Term Bonds. The term "Term Bond" or "Term Bonds" shall mean one or more, as the case may be, of the Bonds issued hereunder as term bonds which have a Maturity Date in the years 2032, 2035, 2039, 2042, 2045, 2048, and 2050, and which are subject to mandatory redemption pursuant to Section 4.01 hereof. SECTION 2.02: INTERPRETATIONS; TIME OF PERFORMANCE. The titles and headings of the articles and sections of this Order have been inserted for convenience of reference only and are not to be considered a part hereof and shall not in any way modify or restrict any of the terms or provisions hereof This Order and all the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth herein and to sustain the validity of the Bonds and the validity of the taxes levied in payment thereof. Unless a time period specified for performance of any action under this Order is specified to be a Business Day or Business Days, such performance time period means the number of calendar days for such performance to be accomplished. (End of Article Two) 2-6 ARTICLE THREE AUTHORIZATION, DESCRIPTION AND EXECUTION OF BONDS SECTION 3.01: AMOUNT, NAME, PURPOSE AND AUTHORIZATION. The Bonds of the District, to be known and designated as "Rock Prairie Management District No. 2 Unlimited Tax Road Bonds, Series 2024", shall be issued in the aggregate principal amount of One Million Six Hundred Thousand Dollars ($1,600,000.00) for the purpose or purposes of purchasing, constructing, acquiring, owning, operating, repairing, improving, or extending road facilities or facilities in aid thereof, including, but not limited to, landscaping, lighting, banners, and signs, signalization, beautification, sidewalks and crosswalks, and all additions to such facilities and all land, improvements, facilities, equipment, appliances, interests in property and contract rights needed therefor, and administrative facilities needed in connection therewith, all under and in strict conformity with the Constitution and laws of the State of Texas, including, particularly, Section 52 of Article III of the Constitution of Texas and the Act. SECTION 3.02: FORM, INITIAL DATE, DELIVERY DATE. NUMBERS AND DENOMINATIONS. The Initial Bonds shall be issued and delivered in fully registered form, without interest coupons, and shall be dated as of the Initial Date. Each Initial Bond submitted for approval, registration and delivery in accordance with Section 3.07 hereof shall be numbered "IR-", followed by the last two digits of the year of the Maturity Date of such Initial Bond, and shall be completed with the Delivery Date. Each Bond registered and delivered subsequent to the Initial Bonds shall be dated as of the Initial Date and shall include thereon the Delivery Date. Each such Bond shall be numbered consecutively, in succession, beginning with the numeral "1", which shall be preceded by the prefix "R", and shall be in denominations of $5,000, or any integral multiple thereof. SECTION 3.03: INTEREST RATES AND MATURITY DATES. The Bonds shall include both Serial Bonds and Term Bonds, as provided below. (a) Bonds in the aggregate principal amount of $290,000 shall be issued as Serial Bonds, shall bear interest from the later of the Delivery Date, or the most recent Interest Payment Date to which interest has been paid or duly provided for, at the rate or rates set forth in the following schedule, and shall mature and become payable, subject to prior redemption in accordance with the provisions of Article Four hereof, on September 1 in each of the years and in the principal amounts set forth in the schedule below: Principal Year of Interest Amount Maturity Rate $ 40,000 2026 6.500% $ 45,000 2027 6.500% $ 45,000 2028 6.500% $ 45,000 2029 6.500% $ 50,000 2030 6.500% $ 65,000 2040 4.000% 3-1 (b) Bonds in the aggregate principal amount of $1,310,000 shall be issued as Term Bonds, shall bear interest from the later of the Delivery Date, or the most recent Interest Payment Date to which interest has been paid or duly provided for, at the rate or rates set forth in the following schedule, and shall mature and become payable, subject to mandatory and optional redemption in accordance with the provisions of Article Four hereof, on September 1 in each of the years and in the principal amounts set forth in the schedule below: Principal Year of Interest Amount Maturity Rate $ 100,000 2032 5.250% $ 165,000 2035 4.000% $ 245,000 2039 4.000% $ 140,000 2042 4.000% $ 230,000 2045 4.125% $ 250,000 2048 4.125% $ 180,000 2050 4.250% SECTION 3.04: DATES AND MANNER OF PAYMENT OF INTEREST. Interest on the Bonds shall be payable semiannually on March 1 and September 1 of each year, commencing on March 1, 2025, until payment of the principal thereof has been made or duly provided for. The amount of interest on the Bonds payable on each Interest Payment Date, Maturity Date or Redemption Date shall be computed on the basis of a 360-day year of twelve 30-day months. Not later than ten (10) days before each Interest Payment Date, Maturity Date or Redemption Date, the Paying Agent shall compute the amount of interest to be due and payable on such date and shall send to the District notice of the amount so computed to be due and payable on such date. The payments of interest on the Bonds shall be payable, at the option of the District, by check mailed by the Paying Agent to the Holder, at the address shown on the Register, or by such other customary banking arrangements as may be acceptable to the Paying Agent and the Holder, at the risk and expense of such Holder. The interest so payable on any Interest Payment Date will be paid to the Person in whose name each Bond (or one or more Predecessor Bonds evidencing the same obligation) is registered at the close of business on the Record Date for such Interest Payment Date. Each Bond delivered pursuant to the terms of this Order upon transfer or in exchange for or in lieu of any Predecessor Bond shall carry all the rights to interest, both accrued and unpaid, and to accrue, which were carried by such Predecessor Bond, and each such Bond shall bear or accrue interest as specified herein so that neither gain nor loss in interest shall result from such transfer, exchange or substitution. SECTION 3.05: MEDIUM AND PLACE OF PAYMENT AT MATURITY OR REDEMPTION. The principal of the Bonds payable at any Maturity Date or Redemption Date, shall be payable, without exchange or collection charges, in any coin or currency of the United States of America which on such dates of payment is legal tender for the payment of debts due the United States of America, upon the presentation and surrender of such Bonds, as they become due or at their earlier Redemption Date, at the designated office of the Paying Agent. 3-2 SECTION 3.06: EXECUTION. The Bonds shall be signed on behalf of the District by the President or Vice President and Secretary or Assistant Secretary of the Board of Directors of the District, and the District's seal shall be placed or impressed thereon. Such signatures may be manually executed or placed in facsimile on the Bonds, and the District's seal may be manually impressed or printed or otherwise mechanically reproduced in facsimile on the Bonds. In case any official of the District who shall have signed any of the Bonds, either manually or by facsimile signature, shall cease to be such officer before the Bonds so signed shall have been authenticated and delivered by the Registrar, or disposed of by the District, such Bonds, nevertheless, may be authenticated and delivered or disposed of as though the Person who signed such Bonds had not ceased to be such officer of the District, and any Bond may be signed on behalf of the District by such Person as, at the actual time of execution of such Bond, shall be a proper officer of the District, although at the date of such Bond or of the adoption of this Order, such Person was not such officer. Minor typographical and other minor errors in the text of any Bond or minor defects in the seal or facsimile signature on any Bond shall not affect the validity or enforceability of such Bond, if same has been duly authenticated by the Registrar or registered by the Comptroller of Public Accounts of the State of Texas, as required herein. SECTION 3.07: APPROVAL, REGISTRATION AND DELIVERY. The Initial Bonds shall consist of one Bond for each year of maturity specified in Section 3.03 hereof, representing the entire principal amount of the Bonds scheduled to mature in each of such years of maturity, and shall be made payable to the Initial Purchaser, or its designee. The President or Vice President and Secretary or Assistant Secretary of the Board of Directors of the District and representatives of the District's Bond Counsel are each hereby authorized and directed to submit the Initial Bonds and a transcript of the proceedings relating to the issuance of the Bonds to the Attorney General of Texas for approval and, following said approval, to submit the Initial Bonds to the Comptroller of Public Accounts of the State of Texas for registration. Upon registration of the Initial Bonds, the Comptroller of Public Accounts (or a deputy designated in writing to act for the Comptroller) shall manually sign the Comptroller's registration certificate prescribed herein to be printed and endorsed on each Initial Bond. After the Initial Bonds have been registered and signed by the Comptroller, they shall be delivered to the Registrar, completed with the Delivery Date and registered on the Register in the name of Cede & Co., as nominee of DTC, and thereafter shall be delivered to the Initial Purchaser or its designee, but only upon receipt of the full purchase price therefor. At any time after delivery of the Initial Bonds, the Holder may, subject to the requirements of and in accordance with the procedures prescribed in Section 3.09 hereof, surrender any Bonds to the Registrar for transfer or exchange, accompanied by instructions specifying the name(s) and address(es) of the Person(s) to whom such Bonds are to be transferred and the principal amount(s) of the Bond(s) to be authenticated and delivered in exchange therefor, and the Registrar shall thereupon, within not more than three (3) Business Days, authenticate and register Bonds conforming to such instructions and the provisions of this Order. No Initial Bond shall be entitled to any right or benefit under this Order, or be valid or obligatory for any purpose, unless there appears on such Initial Bond a certificate of registration substantially in the form provided in Section 5.03 hereof, duly executed by the Comptroller of 3-3 Public Accounts of the State of Texas, or his duly authorized deputy, by manual signature; nor shall any Bond authenticated and delivered subsequent to the Initial Bonds be so entitled or be valid or obligatory, unless there appears on such Bond a Certificate of Registrar substantially in the form provided in Section 5.02 hereof, duly executed by an authorized officer or employee of the Registrar, by manual signature. Such Certificate of Registrar upon any Bond authenticated and delivered subsequent to the Initial Bonds shall be conclusive evidence that such Bond has been so certified or registered and delivered. SECTION 3.08: OWNERSHIP OF BONDS. The District, the Paying Agent, the Registrar and any other Person may treat the Person in whose name any Bond is registered as the absolute owner of such Bond for the purpose of making and receiving payment of the principal thereof and interest thereon and for all other purposes, whether or not such Bond is overdue, and neither the District, the Paying Agent, nor the Registrar shall be bound by any notice or knowledge to the contrary. All payments made to the Person deemed to be the owner of any Bond in accordance with this Section 3.08 shall be valid and effective for all purposes and shall discharge the liability of the District, the Paying Agent and the Registrar to the extent of the sums paid. SECTION 3.09: REGISTRATION. TRANSFER AND EXCHANGE. So long as any Bonds remain outstanding, the Registrar shall keep and maintain at its designated office a Register in which, subject to such reasonable regulations as it may prescribe, the Registrar shall provide for the registration, transfer and exchange of Bonds in accordance with the terms of this Order. Each Bond shall be transferable only upon the presentation and surrender thereof at the office designated by the Registrar, duly endorsed for transfer or accompanied by an assignment duly executed by the registered owner or his authorized representative. Within three (3) Business Days following due presentation for registration of the transfer of any Bond, the District shall cause to be executed and the Registrar shall authenticate in the name of the transferee or transferees one or more exchange Bonds in a like aggregate principal amount and a like interest rate and shall deliver or mail same to the transferee or transferees by United States mail, first class, postage prepaid. All Serial Bonds shall be exchangeable upon the presentation and surrender thereof at the office designated by the Registrar for a Serial Bond or Serial Bonds having the same maturity and interest rate, in any authorized denomination, and in an aggregate principal amount equal to the unpaid principal amount of the Serial Bond or Serial Bonds presented for exchange. Within three (3) Business Days following due presentation for exchange of any Serial Bond, the District shall cause to be executed and the Registrar shall authenticate, register and deliver or send to the Holder, by United States mail, first class, postage prepaid, exchange Serial Bonds in accordance with the provisions of this Section 3.09. Except as provided in Section 3.12 hereof, a Term Bond is not exchangeable so long as it is registered in the name of Cede & Co., as nominee of DTC. Each Bond transferred or exchanged and duly authenticated and delivered in accordance with this Section 3.09 shall be entitled to the benefits and security of this Order to the same extent as the Bond or Bonds in lieu of which such exchange Bond is delivered. No service charge shall be made for any transfer or exchange referred to above, but the District or the Registrar may require 3-4 the Holder of any Bond to pay a sum sufficient to pay any tax or other governmental charge that may be imposed in connection with the transfer or exchange of such Bond. The Registrar shall not be required to transfer or exchange any Bond on any date subsequent to a Record Date and prior to the next succeeding Interest Payment Date, or during any period beginning fifteen (15) calendar days prior to, and ending on the date of the mailing of, notice of redemption of Bonds prior to maturity, nor shall the Registrar be required to transfer or exchange any Bond selected for redemption in whole or in part when such Redemption Date is scheduled to occur within thirty (30) calendar days. SECTION 3.10: REPLACEMENT BONDS. Upon the presentation and surrender to the Registrar of a mutilated Bond, the District shall cause to be executed, and the Registrar shall authenticate, register and deliver in exchange therefor, a replacement Bond of like tenor and principal amount bearing a number not contemporaneously outstanding. In the event that any Bond is lost, apparently destroyed or wrongfully taken, the District, pursuant to the applicable laws of the State of Texas, and in the absence of actual notice or knowledge that such Bond has been acquired by a bona fide purchaser, shall cause to be executed, and the Registrar shall authenticate, register and deliver, a replacement Bond of like tenor, interest, and principal amount bearing a number not contemporaneously outstanding, provided that the Holder thereof shall have: (a) furnished to the Registrar and the District satisfactory evidence of the ownership and the circumstances of the loss, destruction or theft of such Bond; (b) furnished such security or indemnity as may be required by the Registrar, the District and the Paying Agent to save the District, the Registrar and the Paying Agent harmless; (c) paid all expenses and charges in connection therewith, including, but not limited to, printing costs, legal fees, fees and expenses of the Registrar, the District and Paying Agent and any tax or other governmental charge that may be imposed; and (d) met any other reasonable requirements of the District, the Registrar and the Paying Agent. If, after the delivery of such replacement Bond, a bona fide purchaser of the original Bond in lieu of which such replacement Bond was issued presents for payment such original Bond, the District, the Registrar and the Paying Agent shall be entitled to recover upon such replacement Bond from the Person to whom it was delivered or any Person taking therefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the District, the Registrar and the Paying Agent in connection therewith. In the event that any such mutilated, lost, apparently destroyed or wrongfully taken Bond has become or is about to become due and payable, the Paying Agent, with the concurrence of the Registrar, in their discretion, may pay such Bond, in lieu of issuance of a replacement Bond. 3-5 Each replacement Bond delivered in accordance with this Section 3.10 shall be entitled to the benefits and security of this Order to the same extent as the Bond or Bonds in lieu of which such replacement Bond is delivered. SECTION 3.11: BOOK -ENTRY ONLY SYSTEM. Notwithstanding the foregoing, the Initial Bonds and all subsequent Bonds shall be registered in the name of Cede & Co., as nominee of DTC, except as provided in Section 3.12 hereof. With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the District, the Paying Agent and the Registrar shall have no responsibility or obligation to any DTC Participant or to any Person on behalf of whom such a DTC Participant holds an interest in the Bonds. In particular, and not by way of limiting the foregoing, the District, the Paying Agent and the Registrar shall have no responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co., or any DTC Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any DTC Participant or any other Person, other than a Holder, as shown on the Register, of any notice with respect to the Bonds, including any notice of redemption, or (iii) the payment to any DTC Participant or any other Person, other than a Holder, as shown in the Register, any amount with respect to the principal of or the premium, if any, or interest on the Bonds. Notwithstanding any other provision of this Order to the contrary, the District, the Paying Agent and the Registrar shall be entitled to treat and consider the Person in whose name each Bond is registered on the Register as the absolute owner of such Bond for the purpose of payment of the principal of and the premium, if any, and interest on such Bond; for the purpose of giving notices of redemption and other matters with respect to such Bond; for the purpose of registering transfers with respect to such Bond; and for all other purposes whatsoever. The Paying Agent shall pay all principal of and premium, if any, and interest on the Bonds only to or upon the order of the Holders, as shown on the Register and as provided in this Order, or their respective attorneys duly authorized in writing, and all such payments shall be valid and effective to fully satisfy and discharge the District's obligations with respect to the payment of the principal of and the premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. Except as provided in Section 3.12 hereof, no Person, other than a Holder, as shown on the Register, shall be issued an exchange Bond pursuant to this Order. Upon delivery by DTC to the Paying Agent and the Registrar of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject to the provisions of this Order with respect to interest payments to the Holders as of the close of business on a Record Date, the word "Cede & Co." in this Order shall refer to such new nominee of DTC. Notwithstanding any other provision of this Order to the contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to principal of and the premium, if any, and interest on such Bond, and all notices with respect to such Bond, shall be made and given, respectively, in the manner provided in the Letter of Representation. If fewer than all of the Bonds of the same maturity are to be redeemed, the particular Bonds, or portions thereof, to be redeemed in whole or in part from within each such maturity shall be selected by DTC from the Bonds, or portions thereof, which have not previously been called for redemption in accordance with the procedures of DTC notwithstanding any other provision of this Order to the contrary. 3-6 SECTION 3.12: SUCCESSOR SECURITIES DEPOSITORY: TRANSFER OUTSIDE BOOK -ENTRY ONLY SYSTEM. In the event that the District, in its sole discretion, determines that the beneficial owners of the Bonds should be able to obtain exchange Bonds, the District shall notify DTC and the DTC Participants, as identified by DTC, of the availability through the Registrar of exchange Bonds and cause the registration and transfer of one or more exchange Bonds to the DTC Participants having Bonds credited to their DTC accounts, as identified by DTC, but only upon presentation of surrender of the Bonds to be exchanged, upon receipt of proper proof of the ownership interests of the DTC Participants, and integral multiples of $5,000 in principal amount; provided, however, that in such event, each Term Bond shall be exchangeable only for one or more Serial Bonds bearing the same rate of interest and corresponding in aggregate principal amounts and Maturity Dates to the unpaid mandatory redemption amounts and Redemption Dates applicable to such Term Bond pursuant to Section 4.01 hereof, with the particular Maturity Date applicable to any such exchange Serial Bond to be determined by the Registrar by lot or other customary method. In the event DTC discontinues the services described herein, the District shall appoint a successor securities depository qualified to act as such under Section 17 (a) of the Securities and Exchange Act of 1934, as amended; notify DTC and the DTC Participants, as identified by DTC, of the appointment of such successor securities depository; and cause the registration and transfer of one or more exchange Bonds to such successor securities depository. In either such event, the Bonds shall no longer be restricted to being registered on the Register in the name of Cede & Co., as nominee of DTC, but may be registered in the name of the successor securities depository, or its nominee, or in whatever name or names Holders transferring or exchanging Bonds shall designate, in accordance with the provisions of this Order. SECTION 3.13: CANCELLATION. All Bonds paid or redeemed in accordance with this Order, and all Bonds in lieu of which exchange Bonds or replacement Bonds are executed, authenticated, registered and delivered in accordance with Section 3.09 or Section 3.10 of this Order, shall be cancelled upon the making of proper records regarding such payment, redemption, exchange or replacement and shall be treated in accordance with the document retention policies of the Paying Agent and the records retention schedules of the District. The Paying Agent and Registrar shall periodically furnish the District with certificates of cancellation of such Bonds, upon written request therefor. (End of Article Three) 3-7 ARTICLE FOUR REDEMPTION OF BONDS BEFORE MATURITY SECTION 4.01: A. MANDATORY REDEMPTION OF TERM BONDS. Term Bonds with Maturity Dates of September 1, 2032, 2035, 2039, 2042, 2045, 2048, and 2050, shall be redeemed, at a price equal to the principal amount thereof, plus accrued interest to the Redemption Date, on September 1 in each of the years and in the principal amounts set forth in the following schedule, with the particular portions of such Term Bonds to be redeemed to be selected by the Registrar or DTC, as applicable, from the portions of the Term Bonds which have not previously been redeemed by the District, by lot or other customary method: Year of Principal Redemption Amount 2031 $ 50,000 2032 (Maturity) $ 50,000 2033 $ 55,000 2034 $ 55,000 2035 (Maturity) $ 55,000 2036 $ 60,000 2037 $ 60,000 2038 $ 60,000 2039 (Maturity) $ 65,000 2041 $ 70,000 2042 (Maturity) $ 70,000 2043 $ 75,000 2044 $ 75,000 2045 (Maturity) $ 80,000 2046 $ 80,000 2047 $ 85,000 2048 (Maturity) $ 85,000 2049 $ 90,000 2050 (Maturity) $ 90,000 Notwithstanding the foregoing, to the extent that Term Bonds of a particular maturity have been previously redeemed in part through the exercise of the District's reserved right of optional redemption, as provided below, each of the aforesaid scheduled mandatory redemption payments for the Term Bonds of such maturity shall be reduced in each such instance of prior redemption, as specified in the District's notice to the Paying Agent as provided below. B. OPTIONAL REDEMPTION OF BONDS. The District reserves the right, at its option, to redeem the Bonds maturing on or after September 1, 2031, prior to their scheduled maturities, in whole or, from time to time, in part, on September 1, 2030, or on any date thereafter, at a price equal to the principal amount thereof to be redeemed plus accrued interest on said principal amount thereof called for redemption to the Redemption Date. The District shall, at least 4-1 forty-five (45) calendar days prior to the Redemption Date (unless a shorter notice shall be satisfactory to the Registrar and Paying Agent), notify the Registrar and Paying Agent of such Redemption Date and of the principal amount of the Bonds of each maturity to be redeemed. If less than all of the Serial Bonds of the same maturity are to be redeemed, the particular Serial Bonds to be redeemed in whole or in part from within each such maturity shall be selected by the Registrar or DTC, as applicable, from the Serial Bonds which have not previously been called for redemption, by lot or other customary method; provided, however, that in the event that a Serial Bond subject to redemption is in a denomination larger than $5,000, a portion of such Serial Bond may be redeemed, but only in a principal amount equal to $5,000 or an integral multiple thereof. The Registrar shall promptly notify the District and the Paying Agent, if different than the Registrar, in writing, of the Serial Bonds selected for redemption and, in the case of any Serial Bond selected for partial redemption, of the principal amount thereof to be redeemed. If less than all of the outstanding principal amount of a Term Bond is to be redeemed, the District shall notify the Paying Agent at least forty-five (45) calendar days prior to the Redemption Date of the reductions in the remaining mandatory redemption amounts to result from such optional redemption. For purposes of this Order, unless the context otherwise requires, all provisions relating to the redemption of Bonds shall relate, in the case of any Bond redeemed or to be redeemed only in part, to the portion of the principal amount of such Bond which has been or is to be redeemed. Upon surrender of any Bond for redemption in part, the Registrar, in accordance with Section 3.09 of this Order, shall authenticate, register and deliver an exchange Bond or Bonds of like interest rate and in aggregate principal amount equal to the unredeemed portion of the Bond so surrendered; provided, however, that the foregoing shall not apply to Bonds registered as set forth in Section 3.11 of this Order. SECTION 4.02: NOTICE OF REDEMPTION. Notice of the selection of any Bonds for redemption pursuant to Section 4.01 above is hereby directed to be given by the Registrar, without any further instruction or notice from the District, at least thirty (30) calendar days prior to the Redemption Date. Notice shall be given by first class United States mail, postage prepaid, to the Holder of each Bond to be redeemed in whole or in part at the address shown on the Register on the date which is forty-five (45) calendar days prior to the Redemption Date. Such notice shall state the Redemption Date, the redemption price, the principal amounts of the Bonds to be redeemed and, if less than all of the then outstanding Bonds are to be redeemed, the identification (and, in the case of partial redemptions within a maturity, the respective principal amounts) of the Bonds to be redeemed, the amount of accrued interest payable on the Redemption Date and the place at which the Bonds are to be surrendered for payment. Any notice mailed as provided in this Section 4.02 shall be conclusively presumed to have been duly given, whether or not the Holder actually receives such notice. Except as otherwise provided in Section 11.03 of this Order, no other notice of the reserved right of redemption shall be given unless otherwise required by law. By the Redemption Date, due provision shall be made with the Paying Agent for the payment of the principal of the Bonds to be redeemed, plus accrued interest thereon to the Redemption Date. When Bonds have been called for redemption, in whole or in part, as provided above, and due provision has been made to redeem same, such Bonds or portions thereof, shall no longer be regarded as outstanding, except for the purpose of receiving payment from the funds 4-2 provided for redemption, and the right of the Holders to collect interest which would otherwise accrue after the Redemption Date upon the principal of such Bonds or the portions thereof so called for redemption shall be terminated. (End of Article Four) 4-3 ARTICLE FIVE FORM OF BONDS AND INSURANCE SECTION 5.01: FORM OF BONDS. The Bonds authorized by this Order, including the registration certificate of the Comptroller of Public Accounts of the State of Texas or Registrar, as applicable, and form of assignment shall be in substantially the forms specified in Exhibit "A" and Exhibit "B" attached hereto and made a part hereof for all purposes, with such omissions, insertions and variations as may be necessary or desirable and consistent with the terms of this Order. SECTION 5.02: CERTIFICATE OF REGISTRAR. The form of Certificate of Registrar specified in Exhibit "B" attached hereto shall be printed on or attached to each of the Bonds authenticated, registered and delivered subsequent to the Initial Bonds. SECTION 5.03: REGISTRATION OF BONDS BY STATE COMPTROLLER AND CERTIFICATE. The Initial Bonds shall be registered by the Comptroller of Public Accounts of the State of Texas, as provided by law. In lieu of the Certificate of Registrar specified in Section 5.02 hereof, the registration certificate of the Comptroller of Public Accounts of the State of Texas shall be printed or typed on or attached to each of the Initial Bonds and shall be in substantially the form specified in Exhibit "A" attached hereto. SECTION 5.04: FORM OF ASSIGNMENT. The form of Assignment specified in Exhibit "A" and Exhibit "B" attached hereto shall be printed at the back of or attached to each of the Bonds. SECTION 5.05: CUSIP REGISTRATION. The officers and representatives of the District may secure the printing of identification numbers on the Bonds through the CUSIP Global Services, managed by S&P Global Market Intelligence on behalf of the American Bankers Association. SECTION 5.06: LEGAL OPINION. The approving opinion of the District's Bond Counsel may be printed on the Bonds over the certification of the Secretary of the Board of Directors, which may be executed in facsimile or, with respect to Bonds registered in the name of Cede & Co., as nominee of DTC, in accordance with Section 3.11 of this Order, an original of said opinion may be delivered to the Initial Purchaser. SECTION 5.07: BOOK -ENTRY ONLY BONDS. Notwithstanding anything in this Article Five to the contrary, exchange bonds in the form specified in Exhibit "B" attached hereto shall not be issued except as set forth in Section 3.12 of this Order. SECTION 5.08: BOND INSURANCE PROCEEDINGS. The officers and representatives of the District are hereby authorized and directed (i) to make application for and to execute, attest and deliver any and all certificates, agreements or other instruments necessary to 5-1 secure a municipal bond insurance policy with respect to the Bonds, and (ii) to provide for the printing of a statement or legend relating to such insurance on the Bonds, all as may be deemed necessary by said officers and representatives. (End of Article Five) 5-2 ARTICLE SIX SECURITY FOR THE BONDS SECTION 6.01: SECURITY FOR THE BONDS. The Bonds are secured by and payable from the proceeds of an annual ad valorem tax, levied without legal limitation as to rate or amount, upon all taxable property within the District, and such taxes, as collected and received, are hereby pledged to the payment of the principal of and the interest, payment expenses and redemption price on the Bonds and the Outstanding Bonds. SECTION 6.02: LEVY OF TAX. To pay the interest on the Bonds, and to create a sinking fund for the payment of the principal thereof when due, and to pay the expenses of assessing and collecting such taxes and making payments in respect of the Bonds, there is hereby levied, and there shall be assessed and collected in due time, an annual ad valorem tax, without legal limit as to rate or amount, upon all taxable property in the District for each year while any of the Bonds are outstanding. All of the proceeds of such collections, except costs incurred in connection therewith, shall be paid into the Bond Fund Road Bond Account, as established pursuant to the Prior Bond Orders, and the aforementioned tax and such payments into the Bond Fund Road Bond Account shall continue until the Bonds and the interest thereon, together with all expenses incurred in making payments in respect of the Bonds and all amounts due to the United States of America pursuant to Section 8.01(g) hereof, have been fully paid and discharged, and such proceeds shall be used for such purposes and no other. While said Bonds, or any of them, are outstanding and unpaid, an ad valorem tax, each year at a rate from year to year as will be ample and sufficient to provide funds to pay the current interest on said Bonds and to provide the necessary sinking fund to pay the principal and accrued interest on the Bonds when due, with full allowance being made for delinquencies and costs of collection, shall be levied, assessed and collected, as follows: (a) After receipt of the certified roll of taxable property in each year, and at such time as required by then applicable law, the Board of Directors shall consider the taxable property in the District and determine the actual rate per $100 valuation of taxable property which is to be levied in that year and shall levy such tax against all taxable property in the District. (b) In determining the actual rate to be levied in each year, the Board of Directors shall consider, among other matters: (1) the amount which should be levied for the payment of the principal of or the interest, payment expenses and redemption price on each series of bonds or notes of the District payable in whole or in part from taxes, including, but not limited to, the Bonds, the Outstanding Bonds and any Additional Bonds; and (2) the percentage of anticipated tax collections and the costs of assessing and collecting such taxes. 6-1 (c) In determining the amount of taxes which should be levied each year, the Board of Directors may also consider whether proceeds from the sale of bonds of the District have been capitalized or placed in escrow to pay interest during construction and whether the Board of Directors reasonably expects to have investment earnings from the Bond Fund or the Bond Fund Road Bond Account, as applicable, or excess arbitrage profits payable to the United States of America, or revenues or receipts available from other sources which are legally available to pay the principal of or the interest, payment expenses or redemption price on the Bonds, the Outstanding Bonds or any Additional Bonds or notes payable in whole or in part from taxes. In addition to the tax levied pursuant to this Section 6.02, the District may also levy from time to time taxes for maintenance and operation purposes, for contract obligations payable from taxes, and for any other purpose or purposes authorized by law. SECTION 6.03: PERFECTION OF PLEDGE. Chapter 1208, Texas Government Code, applies to the issuance of the Bonds and the pledge of taxes by the District under Section 6.01 of this Order, and such pledge is, therefore, valid, effective and perfected. If, at any time while all or any portion of the Bonds are outstanding and unpaid, Texas law is amended in a manner that such pledge is to be subject to the filing requirements of Chapter 9, Texas Business & Commerce Code, then in order to preserve to the Holders the perfection of the security interest in and to such pledge, the District covenants and agrees to take such measures as it determines are reasonable and necessary under Texas law to comply with the applicable provisions of Chapter 9, Texas Business & Commerce Code, and to enable a filing to perfect the security interest in such pledge to occur. (End of Article Six) 6-2 APPLICATIQJ ARTICLE SEVEN OF BOND PROCEEDS: FLOW OF FUNDS AND INVESTMENTS SECTION 7.01: BOND PROCEEDS. Proceeds from the sale of the Bonds will be disbursed in accordance with this Article Seven. SECTION 7.02: CREATION OF FUNDS AND ACCOUNTS. Notwithstanding any part or provision hereof to the contrary, the creation and confirmation of the District's Bond Fund, Bond Fund Road Bond Account, Construction Fund, and Road Construction Fund Account created pursuant to the applicable provisions of all or certain of the Prior Bond Orders are hereby confirmed. The funds in the Bond Fund Road Bond Account and the Road Construction Fund Account shall be kept separate and apart from all other funds of the District. The Bond Fund Road Bond Account, to the extent permitted by law, shall constitute a trust fund for the benefit of the Holders of Road Bonds payable in whole or in part from taxes. The funds in the Bond Fund Road Bond Account shall be applied only to pay interest on and principal of Road Bonds payable in whole or in part from taxes and the fees and expenses of any Paying Agent or Registrar in respect of same; to defray the expenses, if any, of assessing and collecting taxes levied for payment of the interest on and principal of such Road Bonds; to pay any tax anticipation notes issued for the purpose of financing road facilities together with interest thereon, as such tax anticipation notes shall become due; and to pay to the United States of America any excess arbitrage profits in respect of such Road Bonds which may hereafter come due. SECTION 7.03: SECURITY OF ACCOUNTS. Any cash balance in any fund of the District, to the extent not insured by the Bank Insurance Fund managed and maintained by the Federal Deposit Insurance Corporation, or a successor insurance fund, shall be continuously secured by a valid pledge to the District of securities eligible under the laws of Texas to secure the funds of districts such as the District, having an aggregate market value, exclusive of accrued interest, at all times at least equal to the uninsured cash balance in the fund to which such securities are pledged or such higher amount as required by the District's policies for investment of funds of the District. SECTION 7.04: DEPOSITS TO AND WITHDRAWALS FROM BOND FUND ROAD BOND ACCOUNT. The District shall deposit or cause to be deposited into the Bond Fund Road Bond Account the aggregate of the following at the times specified: (a) As soon as practicable after the Initial Bonds are sold and delivered, out of the proceeds of the sale of the Bonds, a sum equal to the initial twelve (12) months of interest on the Bonds; and (b) As collected, the proceeds from collection of the ad valorem tax levied pursuant to Section 6.02 hereof, less the costs of collection thereof. Not later than five (5) calendar days prior to any Maturity Date, Redemption Date and/or Interest Payment Date on the Bonds, the Board of Directors shall cause moneys to be deposited into the 7-1 Bond Fund Road Bond Account in an amount not less than that which is sufficient to pay the principal of the Bonds which matures and becomes payable on such date, the interest which accrues and becomes payable on such date, and the fees and expenses of the Paying Agent and the Registrar for handling and making such payments on the Bonds on such date, and not later than two (2) Business Days prior to such payment dates shall cause such amounts to be wire transferred to the Paying Agent. SECTION 7.05: ROAD CONSTRUCTION FUND ACCOUNT. The District shall deposit or cause to be deposited into the Road Construction Fund Account the Net Proceeds of the Bonds, less any portion of the Net Proceeds that has been utilized by the Paying Agent, pursuant to written instructions of the District, for expenses incident to the issuance of the Bonds. The Net Proceeds of the Bonds so deposited into the Road Construction Fund Account shall be used solely for the payment of the expenses incident to the issuance of the Bonds, including financial advisory, legal and engineering fees and expenses, and administration, organization and printing expenses of the District, and the costs of purchasing, constructing, acquiring, owning, operating, repairing, improving or extending the Road System. All moneys on deposit in the Road Construction Fund Account as of the date hereof, and all interest and investment earnings on such moneys, now or hereafter deposited into such fund, are to be maintained by the District in such fund to be used for the purposes for which any previously issued Road Bonds were sold as set forth in the applicable Prior Bond Orders authorizing issuance of same and/or for any other lawful purpose for which such Road Bonds were authorized, and, if required, with the consent of any regulatory authority having jurisdiction. SECTION 7.06: SURPLUS CONSTRUCTION FUNDS. After completion of the Road System for which the Bonds are issued and the payment of all lawful obligations associated therewith, at the option of the Board, and, if required, with the consent of any regulatory authority having jurisdiction, the Net Proceeds of the Bonds remaining in the Road Construction Fund Account, together with investment earnings thereon, may be used to pay the costs of constructing additional road facilities which will become part of the Road System and/or for any other lawful purpose for which the Bonds were authorized, if such use, in the opinion of Bond Counsel, does not adversely affect the status of the exclusion of interest on the Bonds from gross income for federal income tax purposes. Any moneys remaining in the Road Construction Fund Account after completion of the entire Road System shall be deposited into the Bond Fund Road Bond Account. SECTION 7.07: INVESTMENTS; EARNINGS. Moneys deposited into the Bond Fund, the Bond Fund Road Bond Account, the Construction Fund, the Road Construction Fund Account, and any other fund or funds which the District may lawfully create may be invested or reinvested from time to time, but only in Authorized Investments. Except to the extent otherwise required to maintain compliance with the covenants set forth in Section 8.01 hereof, all investments and any profits realized from or interest accruing on such investments shall belong to the fund from which the moneys for such investment were taken; provided, however that in the discretion of the Board of Directors, and, if required, with the consent of any regulatory authority having jurisdiction, the profits realized from and interest accruing on investments made from any fund may be transferred to the appropriate account within the Bond Fund. If any moneys are so invested, the District shall have the right to have sold in the open market a sufficient amount of such investments to meet its obligations in the event any fund does not have sufficient uninvested 7-2 moneys on hand to meet the obligations payable out of such fund. After such sale, the moneys resulting therefrom shall belong to the fund from which such investments were initially taken. The District shall not be responsible to the Holders for any loss arising out of the sale of any investments. (End of Article Seven) 7-3 ARTICLE EIGHT TAX EXEMPTION SECTION 8.01: TAX EXEMPTION. For purposes of this Section 8.01, the term "Net Proceeds" means the proceeds derived from the sale of the Bonds, plus interest earnings thereon, less any amounts deposited in a reasonably required reserve or replacement fund; the term "Person" includes any individual, corporation, partnership, unincorporated association or any other entity capable of carrying on a trade or business; and the term "trade or business" means, with respect to any natural person, any activity regularly carried on for profit and, with respect to Persons other than natural persons, means any activity other than an activity carried on by a governmental unit. The District covenants that it shall make such use of the Net Proceeds of the Bonds, regulate investments thereof and take such other and further actions as may be required by Sections 103 and 141-150 of the Internal Revenue Code of 1986 (the "Code"), and all applicable temporary, proposed and final regulations and procedures promulgated thereunder or promulgated under the Internal Revenue Code of 1954, to the extent applicable to the Code (the "Regulations"), necessary to assure that interest on the Bonds is excludable from gross income for federal income tax purposes. Without limiting the generality of the foregoing, the District hereby covenants as follows: (a) The District has not permitted and will not permit more than ten percent (10%) of the Net Proceeds of the Bonds to be used in the trade or business of any Person (other than use as a member of the general public) other than a governmental unit ("private -use proceeds"). (b) The District has not permitted and will not permit more than five percent (5%) of the Net Proceeds of the Bonds to be used in the trade or business of any Person, other than a governmental unit, if such use is unrelated to the governmental purpose of the Bonds; and further, the amount of private -use proceeds of the Bonds in excess of five percent (5%) of the Net Proceeds of the Bonds ("excess private -use proceeds") will not exceed the proceeds of the Bonds expended for the governmental purpose of the Bonds to which such excess private -use proceeds relate. (c) The principal of and interest on the Bonds will be paid from ad valorem tax collections, together with investment profits and interest earnings thereon. (d) The District has not permitted and will not permit an amount exceeding the lesser of (i) $5,000,000 or (ii) five percent (5%) of the Net Proceeds of the Bonds to be used directly or indirectly to finance loans to Persons other than governmental units. (e) The District will not use the proceeds of the Bonds in a manner that would cause the Bonds or any portion thereof to be an "arbitrage bond" within the meaning of 8-1 (f) (g) Section 148 of the Code or otherwise in any manner which would cause the Bonds to violate the provisions of Section 149(d) of the Code. The District will monitor the yield on the investment of the proceeds of the Bonds and moneys pledged to the payment of the Bonds, other than amounts not subject to yield restriction because of their deposit in a reasonably required reserve or replacement fund or a bona fide debt service fund, and will restrict the yield on such investments to the extent required by the Code or the Regulations. Without limiting the generality of the foregoing, the District will take appropriate steps to restrict the yield on (i) all Net Proceeds of the Bonds on hand on a date that is three (3) years from the date of delivery of the Bonds and on all amounts within the Bond Fund not disbursed within thirteen (13) months of the date of deposit therein (using a last -in, first out accounting conversion) and (ii) all investment earnings on hand on a date that is three (3) years from the date of delivery of the Bonds or one (1) year from the date such investment proceeds are received, whichever is later, to a yield which is not materially higher than the yield on the Bonds (in both cases calculated in accordance with the Code and the Regulations). The District will not cause the Bonds to be treated as "federally guaranteed" obligations within the meaning of Section 149(b) of the Code (as same may be modified in any applicable rules, rulings, policies, procedures, regulations or other official statements promulgated or proposed by the Department of the Treasury or the Internal Revenue Service with respect to "federally guaranteed" obligations described in Section 149(b) of the Code). To the extent, if applicable, required by the Code or Regulations, the District will take all necessary steps to comply with the requirement that "excess arbitrage profits" earned on the investment of the gross proceeds of the Bonds, if any, be rebated to the United States of America, and specifically, the District will (i) maintain records regarding the investment of the gross proceeds of the Bonds as may be required to calculate such "excess arbitrage profits" separately from records of amounts on deposit in the funds and accounts of the District which are allocable to other bond issues of the District or moneys which do not represent gross proceeds of any bonds of the District, (ii) calculate, not less often than required by applicable federal law and the Regulations, the amount of "excess arbitrage profits", if any, earned from the investment of the gross proceeds of the Bonds and (iii) pay, not less often than required by applicable federal law and the Regulations, all amounts required to be rebated to the United States of America; and the District will not indirectly pay any amount otherwise payable to the United States of America pursuant to the foregoing requirements to any Person other than the United States of America by entering into any investment arrangement with respect to the gross proceeds of the Bonds that might result in a smaller profit or a larger loss than would have resulted if the arrangement had been at arm's length and had the yield on the issue not been relevant to either party. (h) The District will timely file a statement with the United States of America setting forth the information required pursuant to Section 149(e) of the Code. 8-2 (i) This Order is intended to satisfy the official intent requirements set forth in section 1.150-2 of the Treasury Regulations. For purposes of the foregoing (a), (b) and (e), the District understands that the term "Net Proceeds" includes "disposition proceeds" as defined in the Regulations and, in the case of refunding bonds, transferred proceeds (if any) and proceeds of the refunded bonds expended prior to the date of issuance of the Bonds. It is the understanding of the District that the covenants contained herein are intended to assure compliance with the Code and any regulations or rulings promulgated by the United States Department of the Treasury pursuant thereto. In the event that regulations or rulings are hereafter promulgated which modify or expand provisions of the Code, as applicable to the Bonds, the District will not be required to comply with any covenant contained herein to the extent that such failure to comply, in the opinion of nationally -recognized bond counsel, will not adversely affect the exclusion of interest on the Bonds from gross income for federal income tax purposes under Section 103 of the Code. In the event that regulations or rulings are hereafter promulgated which impose additional requirements which are applicable to the Bonds, the District agrees to comply with the additional requirements to the extent necessary, in the opinion of nationally -recognized bond counsel, to preserve the exclusion of interest on the Bonds from gross income for federal income tax purposes under Section 103 of the Code. In furtherance of such intention, the District hereby authorizes and directs the President or Vice President of the Board to execute any documents, certificates or reports required by the Code and to make such elections, on behalf of the District, which may be permitted by the Code as are consistent with the purpose for the issuance of the Bonds. Furthermore, all officers, employees and agents of the District are authorized and directed to provide certifications of facts, estimates and circumstances which are material to the reasonable expectations of the District as of the date the Initial Bonds are delivered and paid for, and any such certifications may be relied upon by Bond Counsel, by the Holders of the Bonds, and by any Person interested in the exclusion of interest on the Bonds from gross income for federal income tax purposes. Moreover, the District covenants that it shall make such use of the proceeds of the Bonds, regulate investments of proceeds thereof, and take such other and further actions as may be required to maintain the exclusion of interest on the Bonds from gross income for federal income tax purposes. SECTION 8.02: BONDS QUALIFIED TAX-EXEMPT OBLIGATIONS. The District hereby designates the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b) of the Code and covenants that it shall take all actions necessary with respect to the Bonds to satisfy the requirements of Section 265(b)(3) of the Code. In particular, the District represents that: (a) the aggregate amount of tax-exempt obligations issued by the District during calendar year 2024, including the Bonds, which have been designated as "qualified tax-exempt obligations" under Section 265(b)(3) of the Code, does not exceed $10,000,000; and (b) the reasonably anticipated amount of tax-exempt obligations which will be issued by the District during the calendar year 2024, including the Bonds, will not exceed $10,000,000. 8-3 For purposes of this Section 8.02, the term "tax-exempt obligation" does not include "specified private activity bonds" within the meaning of Section 141 of the Code, other than "qualified 501(c)(3) bonds" within the meaning of Section 145 of the Code. In addition, for purposes of this Section 8.02, the District includes all governmental units of which the District is a "subordinate entity" and governmental units which are "subordinate entities" of the District, within the meaning of Section 265(b)(3)(E) of the Code. SECTION 8.03: ALLOCATION OF. AND LIMITATION ON, EXPENDITURES. The District covenants to account for the expenditure of the proceeds of the sale of the Bonds and investment earnings to be used for the purposes for which the Bonds are issued on its books and records by allocating proceeds to expenditures within 18 months of the later of the date that (1) the expenditure is made, or (2) the facilities to be constructed and/or purchased with the proceeds of the Bonds are completed. The foregoing notwithstanding, the District shall make such allocation in any event by the date 60 days after the earlier of (1) the fifth anniversary of the delivery of the Bonds, or (2) the date the Bonds are retired. For purposes of determining compliance with this covenant the District and its officers, agents and representatives may rely upon an opinion of nationally recognized bond counsel or tax counsel to the effect that the proposed actions or omissions of the District will not adversely affect the exclusion of interest on the Bonds from gross income for federal income tax purposes. SECTION 8.04: DISPOSITION OF FACILITIES. The District covenants that the property constituting the facilities to be constructed and/or purchased with the proceeds of the Bonds will not be sold or otherwise disposed of, except to the City of College Station, Texas, in a transaction resulting in the receipt by the District of cash or other compensation unless the District obtains an opinion of nationally recognized bond counsel or tax counsel to the effect that the proposed actions of the District will not adversely affect the exclusion of interest on the Bonds from gross income for federal income tax purposes. For purposes of the foregoing, the portion of the property comprising personal property and disposed of in the ordinary course shall not be treated as a transaction resulting in the receipt of cash or other compensation. (End of Article Eight) 8-4 ARTICLE NINE ADDITIONAL BONDS AND REFUNDING BONDS SECTION 9.01: ADDITIONAL BONDS. The District expressly reserves the right to issue, in one or more installments, any Additional Bonds for authorized purposes, including, without limitation: (a) the remaining unissued bonds which were authorized at the election described in Section 1.05 (b) and (c) of this Order; and (b) such other bonds as the District may hereafter be authorized to issue from time to time. SECTION 9.02: REFUNDING BONDS. The District further reserves the right to issue refunding bonds including, without limitation, the refunding bonds which were authorized at the election described in Section 1.05 (d) of this Order, in any manner permitted by law to refund the Bonds, the Outstanding Bonds and any Additional Bonds, at or prior to their respective Maturity Dates or on any Redemption Dates. (End of Article Nine) 9-1 ARTICLE TEN DEFAULT PROVISIONS SECTION 10.01: REMEDIES IN EVENT OF DEFAULT. In addition to any other rights and remedies provided by the laws of the State of Texas, the District covenants and agrees that in the event of default in the payment of the principal of or interest on any of the Bonds when due, or, in the event the District fails to make the payments required to be made into the Bond Fund Road Bond Account, or defaults in the observance or performance of any other of the covenants, conditions or obligations set forth in this Order, the Holders shall be entitled to seek a writ of mandamus issued by a court of competent jurisdiction compelling and requiring the District and the officials thereof to observe and perform the covenants, obligations or conditions prescribed in this Order. Any delay or omission in the exercise of any right or power accruing upon any default shall not impair any such right or power or be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. SECTION 10.02: ORDER IS CONTRACT. In consideration of the purchase and acceptance of the Bonds by the Holders, the provisions of this Order shall be deemed to be and shall constitute a contract between the District and such Holders, and the covenants and agreements herein set forth to be performed on behalf of the District shall be for the equal benefit, protection and security of each of such Holders. Each of the Bonds, regardless of the time or times of their issue, authentication, registration, delivery or maturity, shall be of equal rank, without preference, priority or distinction of any Bond over any other, except as expressly provided herein. (End of Article Ten) 10-1 ARTICLE ELEVEN CONTINUING DISCLOSURE SECTION 11.01: DEFINITIONS. As used in this Article, the following terms have the meanings ascribed to them below: The term "MSRB" means the Municipal Securities Rulemaking Board. The term "obligated person" has the meaning assigned to such term in the Rule. The term "Offering" has the meaning assigned to such term in the Rule. The term "Rule" means SEC Rule 15c2-12 and any regulations promulgated thereunder, all as amended from time to time. The term "SEC" means the United States Securities and Exchange Commission. SECTION 11.02: ANNUAL REPORTS. The offering of the Bonds qualifies for the Rule 15c2-12(d)(2) exemption from Rule 15c2-12(b)(5) regarding the District's continuing disclosure obligations because the District does not have more than $10,000,000 in aggregate amount of outstanding bonds, including the Bonds, and no Person is committed by contract or other arrangement with respect to payment of all, or part of, the Bonds. As required by the exemption, the District shall provide within six (6) months after the end of each Fiscal Year, to the MSRB, in an electronic format as prescribed by the MSRB, financial information and operating data which is customarily prepared by the District and is publicly available (being the information and data described in Exhibit "C" attached hereto). If the District changes its Fiscal Year, the District will notify the MSRB of the change (and of the date of the new Fiscal Year end) prior to the next date by which the District otherwise would be required to provide financial information and operating data pursuant to this Section 11.02. The District shall notify the MSRB, in a timely manner, of any failure of the District to provide financial information or operating data in accordance with this Section 11.02 by the time required herein. All documents provided to the MSRB pursuant to this Section 11.02 shall be accompanied by identifying information as prescribed by the MSRB. SECTION 11.03: EVENT NOTICES. The District shall notify the MSRB, in an electronic format as prescribed by the MSRB, in a timely manner not in excess often (10) business days after the occurrence of the event, of any of the following events with respect to the Bonds: (a) Principal and interest payment delinquencies; (b) Non-payment related defaults, if material within the meaning of the federal securities laws; (c) Unscheduled draws on debt service reserves reflecting financial difficulties; (d) Unscheduled draws on credit enhancements reflecting financial difficulties; (e) Substitution of credit or liquidity providers, or their failure to perform; (0 Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notice of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax-exempt status of the Bonds, or other material events affecting the tax-exempt status of the Bonds; (g) Modifications to the rights of the Holders of the Bonds, if material within the meaning of the federal securities laws; (h) Calls for redemption of the Bonds, if material within the meaning of the federal securities laws, and tender offers; (i) Defeasances of the Bonds; (j) Release, substitution or sale of property securing repayment of the Bonds, if material within the meaning of the federal securities laws; (k) Rating changes; (1) Bankruptcy, insolvency, receivership or similar event of the District; (m) The consummation of a merger, consolidation, or acquisition involving the District or the sale of all or substantially all of the assets of the District, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material within the meaning of the federal securities laws; (n) Appointment of a successor or additional trustee or the change of name of a trustee, if material within the meaning of the federal securities laws; (o) Incurrence of a Financial Obligation of the District, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the District, any of which affect security holders, if material; and (P) Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the District, any of which reflect financial difficulties. 11-2 As used in clauses (o) and (p) above, the term "Financial Obligation" means: (i) a debt obligation; (ii) a derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) a guarantee of (i) or (ii) however, the term Financial Obligation shall not include Municipal Securities as to which a final official statement has been provided to the MSRB consistent with the Rule; the term "Municipal Securities" means securities which are direct obligations of, or obligations guaranteed as to principal or interest by, a state or any political subdivision thereof, or any agency or instrumentality of a state or any political subdivision thereof, or any municipal corporate instrumentality of one or more states and any other Municipal Securities described by Section 3(a)(29) of the Securities Exchange Act of 1934, as the same may be amended from time to time. The Board of Directors intends the words used in clauses (o) and (p) above and in the definition of Financial Obligation to have the meanings ascribed to them in SEC Release No. 34-83885, dated August 20, 2018. SECTION 11.04: LIMITATIONS, DISCLAIMERS AND AMENDMENTS. (a) The District shall be obligated to observe and perform the covenants specified in this Article for so long as, but only for so long as, the District remains an "obligated person" with respect to the Bonds, within the meaning of the Rule, except that the District in any event will give notice of any call for redemption of the Bonds or defeasance of the Bonds, in whole or in substantial part, made in accordance with this Order or applicable law that causes such Bonds to no longer be outstanding. (b) The provisions of this Article are for the sole benefit of the Holders and beneficial owners of the Bonds, and nothing herein, expressed or implied, shall be deemed to confer any benefit or any legal or equitable right, remedy or claim hereunder upon any other Person. The District undertakes to provide only the financial information, operating data financial statements and notices which it has expressly agreed to provide pursuant to this Article and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the District's financial results, conditions or prospects of the District, nor does the District undertake to update any information provided in accordance with this Article or otherwise, except as expressly provided herein. The District does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or to sell Bonds at any future date. (c) UNDER NO CIRCUMSTANCES SHALL THE DISTRICT BE LIABLE TO THE HOLDER OR BENEFICIAL OWNERS OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR IN TORT, FOR DAMAGES RESULTING, IN WHOLE OR IN PART, FROM ANY BREACH BY THE DISTRICT, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS ARTICLE, BUT EVERY RIGHT AND REMEDY, IN CONTRACT OR IN TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH, SHALL BE LIMITED TO AN ACTION BY THE HOLDER FOR MANDAMUS OR SPECIFIC PERFORMANCE. (d) No default by the District in observing or performing its obligations under this Article shall constitute a breach of or default under this Order for purposes of any other provision of this Order. 11-3 (e) Nothing in this Article is intended or shall act to disclaim, waive or otherwise limit the duties of the District under applicable federal and state securities laws. (f) Should the Rule be amended to obligate the District to make filings with or provide notices to entities other than the MSRB, the District hereby agrees to undertake such obligations with respect to the Bonds in accordance with the Rule as amended. (g) Except as provided hereinafter, the provisions of this Article may be amended by the District from time to time, in its discretion, to adapt to changed circumstances that arise from a change in law, the identity, nature, status or type of operations of the District, or other circumstances, but only if (i) the provisions of this Article, as so amended, would have permitted an underwriter to purchase or sell the Bonds in a primary offering of the Bonds in compliance with the Rule, taking into account any amendments or interpretations of the Rule to the date of such amendment, as well as such changed circumstances, and (ii) either (A) the Holders of a majority in aggregate principal amount (or any greater amount required by any other provision of this Order that authorizes such an amendment) of the outstanding Bonds consent to such amendment, or (B) a Person that is unaffiliated with the District (such as nationally recognized bond counsel) determines that such amendment will not materially impair the interests of the Holders and beneficial owners of the Bonds. If this Article is so amended, the District shall include with any amended financial information or operating data next provided in accordance with this Article an explanation, in narrative form, of the reasons for the amendment and of the impact of any change in the type of financial information or operating data so provided. Notwithstanding the foregoing, the District may also repeal or amend the provisions of this Article if the SEC amends or repeals the applicable provisions of the Rule or if any court of final jurisdiction enters judgment that such provisions of the Rule are invalid, but, in either case, only if and to the extent that any such amendment or repeal by the District would not prevent an underwriter from lawfully purchasing or selling the Bonds in the primary offering of the Bonds. (End of Article Eleven) 11-4 ARTICLE TWELVE MISCELLANEOUS PROVISIONS SECTION 12.01: PAYMENT OF BONDS AND PERFORMANCE OF OBLIGATIONS. The District covenants to pay promptly the principal of and the interest on the Bonds as the same become due and payable, whether at maturity or by prior redemption, in accordance with the terms of the Bonds and this Order, and to keep and perform faithfully all of its covenants, undertakings and agreements contained in this Order, the Initial Bonds or in any Bond executed, authenticated, registered and delivered hereunder. SECTION 12.02: DISTRICT'S SUCCESSORS AND ASSIGNS. Whenever in this Order the District is named and referred to, such naming or reference shall be deemed to include the District's successors and assigns, and all covenants and agreements in this Order by or on behalf of the District, except as otherwise provided herein, shall bind and inure to the benefit of the District's successors and assigns, whether or not so expressed. SECTION 12.03: NO RECOURSE AGAINST DISTRICT OFFICERS. No recourse shall be had for the payment of the principal of or interest on the Bonds or for any claim based thereon or on this Order against any officer of the District or any Person executing the Bonds. SECTION 12.04: PAYING AGENT MAY OWN BONDS. The Paying Agent, in its individual or any other capacity, may become the owner or pledgee of the Bonds with the same rights it would have if it were not Paying Agent. SECTION 12.05: REGISTRAR. The initial Registrar in respect of the Bonds shall be The Bank of New York Mellon Trust Company, N.A. with its principal corporate trust office and its principal payment office in Dallas, Texas. The District will maintain at least one Registrar in the State of Texas, where the Bonds may be surrendered for registration of transfer and/or for exchange or replacement for other Bonds, and for the purpose of maintaining the Register on behalf of the District. The Registrar shall at all times be a duly qualified and competent trust or banking corporation or association organized and doing business under the laws of the United States of America, or of any State thereof, with a combined capital and surplus of at least $25,000,000, which is subject to supervision of or examination by federal or State banking authorities, and which is a transfer agent duly registered with the United States Securities and Exchange Commission. The District, by order, resolution or other appropriate action, reserves the right and authority to change any Registrar or to appoint additional Registrars, and upon any such change or appointment, the District covenants and agrees to promptly cause written notice thereof, specifying the name and address of such changed or additional Registrar, to be sent to each Holder of the Bonds by United States mail, first class, postage prepaid. SECTION 12.06: PAYING AGENT. The initial Paying Agent in respect of the Bonds shall be The Bank of New York Mellon Trust Company, N.A. with its principal corporate trust office and its principal payment office in Dallas, Texas. To the extent practicable, the District will maintain in the State of Texas, at least one (1) duly qualified and competent trust or banking 12-1 corporation or association organized and doing business under the laws of the United States of America, or of any State thereof, where the Bonds may be presented or surrendered for payment of principal. The District, by order, resolution or other appropriate action, reserves the right and authority to change any Paying Agent or to appoint additional Paying Agents, and upon any such change or appointment, the District covenants and agrees to promptly cause written notice thereof, specifying the name and address of such changed or additional Paying Agent, to be sent to each Holder of the Bonds by United States mail, first class, postage prepaid. SECTION 12.07: DISCHARGE BY DEPOSIT. The District may discharge its obligation to the Holders to pay the principal of and the interest on the Bonds and may defease the Bonds in accordance with the provisions of then applicable law, including, without limitation, V.T.C.A. Government Code § 1207.001 et seq., as amended. SECTION 12.08: LEGAL HOLIDAYS. In any case when any Interest Payment Date, Maturity Date or Redemption Date for any Bond is not a Business Day, then payment by the Paying Agent of such principal, interest or redemption price need not be made on such day, but may be made on the next succeeding Business Day with the same force and effect as if made on the scheduled Interest Payment Date, Maturity Date or Redemption Date, and no further interest shall accrue beyond such scheduled date. SECTION 12.09: ESCHEAT LAWS. Notwithstanding any part or provision of the Bonds or this Order to the contrary, the powers, rights, duties, functions and responsibilities of the District, the Paying Agent, the Registrar, the Initial Purchaser, and the Holders shall at all times conform and be subject to the requirements, limitations, procedures and provisions of Title 6, Texas Property Code, as now and hereafter amended, and in case of any conflict or inconsistency therewith now existing or hereafter created, the provisions of such laws shall prevail and control, and the provisions of this Order and the Bonds shall be deemed to be supplemented or amended to conform thereto. SECTION 12.10: BENEFITS OF ORDER. Nothing in this Order or in the Bonds, expressed or implied, shall give or be construed to give any Person, other than the District; the Paying Agent; the Registrar; if applicable, the municipal bond insurance company; and the Holders, any legal or equitable right or claim under or in respect of this Order, or under any covenant, condition or provision herein contained, and all the covenants, conditions and provisions contained in this Order or in the Bonds shall be for the sole benefit of the District, the Paying Agent; the Registrar; if applicable, the municipal bond insurance company; and the Holders. SECTION 12.11: SEVERABILITY CLAUSE. If any word, phrase, clause, sentence, paragraph, section or other part of this Order, or the application thereof to any Person or circumstance, shall ever be held to be invalid or unconstitutional by any court of competent jurisdiction, the remainder of this Order and the application of such word, phrase, clause, sentence, paragraph, section or other part of this Order to any other Persons or circumstances shall not be affected thereby. SECTION 12.12: ACCOUNTING. The District will keep proper records and accounts regarding the levy and collection of taxes, which records and accounts will be made 12-2 available to any Holder on reasonable request. Each year while any of the Bonds are outstanding, the District shall have an audit of its books and accounts performed by a certified public accountant or firm of certified public accountants, based on its Fiscal Year, and copies of such audits will be made available to any Holder upon request and upon payment by such Holder of the reasonable costs to the District of providing same. SECTION 12.13: NOTICE. Except as otherwise expressly provided herein, any notice, authorization, request or demand required or permitted to be given hereunder shall be in writing and shall be deemed to have been duly given when deposited in the United States mail, first class postage prepaid, and addressed to the Person to be notified and, with respect to notice to any Holder shall be addressed to the latest address shown on the Register. SECTION 12.14: FURTHER PROCEEDINGS. The President, Vice President, Secretary and any Assistant Secretary of the Board of Directors and other appropriate officials of the District are hereby authorized and directed to do any and all things necessary and/or convenient to carry out the terms of this Order, including, without limitation, the execution of this Order and other documentation required in connection herewith and with the issuance of the Bonds. Further, the District's Bond Counsel and financial advisor shall be authorized to prepare written instructions to the Paying Agent, on behalf of the District, for the disbursement and/or deposit of Net Proceeds to pay expenses incident to the issuance of the Bonds. SECTION 12.15: AMENDMENT OF ORDER. The District may, without the consent of or notice to any Holder of the Bonds, amend, change or modify this Order as may be required (a) by the provisions hereof (including, without limitation, Article Eleven hereof); (b) for the purpose of curing any ambiguity, inconsistency, or formal defect or omission herein; or (c) in connection with any other change which is not to the prejudice of the Holders of the Bonds. Except for such amendments, changes or modifications, the District shall not amend, change or modify this Order in any manner without the consent of the Holders of all the Bonds then outstanding in any manner, which would (a) extend the time or times of payment of the principal of and interest on the Bonds, or reduce the principal amount thereof or the rate or interest thereon or in any way modify the terms or sources of payment of the principal of or interest on the Bonds; (b) create any lien ranking prior to the lien of the Bonds; (c) give preference of any Bond over any other Bonds; or (d) extend any waiver of default to subsequent defaults. SECTION 12.16: ISSUANCE OF BONDS UNDER CERTAIN TERMS AND CONDITIONS. The Bonds shall be issued upon and subject to the further terms and conditions contained in the Prior Bond Orders, which shall apply with equal force to the Bonds as if set forth fully herein; provided, however, that where the provisions of the Prior Bond Orders are inconsistent or in conflict with the terms and provisions of this Order, the terms and provisions of this Order shall govern. (End of Article Twelve) 12-3 ARTICLE THIRTEEN SALE OF BONDS SECTION 13.01: SALE OF BONDS. Sale of the Bonds is hereby awarded to Raymond James & Associates, Inc. (the "Initial Purchaser"), for the sum of $1,552,319.00, subject to the issuance of an approving opinion as to legality of the Initial Bonds of the Attorney General of Texas and of Bond Counsel for the District. It is hereby found and declared that the bid of the Initial Purchaser produces the lowest net effective interest rate to the District and is the best obtained for the Bonds pursuant to and after taking sealed, competitive public bids therefor, as required by law, and that the net effective interest rate resulting from said bid is 4.418111 % which is less than the maximum of 5.58% permitted by the District's Official Notice of Sale. It is hereby further found and declared that the terms of the sale of the Bonds are in the District's best interests. SECTION 13.02: NOTICE OF SALE. It is hereby affirmatively found and declared that notice of the time and place of this sale and the details concerning the sale of the Bonds was given by publishing an appropriate notice of sale: (a) at least one (1) time not less than ten (10) days before the date of sale in a newspaper of general circulation in the county in which the District is located; and (b) at least one (1) time in a recognized financial publication of general circulation in the State of Texas, as approved by the Attorney General of Texas. (End of Article Thirteen) 13-1 ARTICLE FOURTEEN OPEN MEETING AND EFFECTIVE DATE SECTION 14.01: OPEN MEETING. The Board of Directors officially finds, determines and declares that this Order was reviewed, considered and adopted at a meeting of the Board of Directors beginning at 2:00 p.m., College Station, Texas time on April 11, 2024, and that a sufficient written notice of the date, hour, place and subject of this meeting was posted at the District's administrative office and at a place readily accessible and convenient to the public within the District and was timely furnished to the County Clerk of Brazos County, Texas, for posting on a bulletin board located at a place convenient to the public in the Brazos County Courthouse and on said clerk's or said county's Internet website, for the time prescribed by law preceding this meeting, as required by Chapter 551, Texas Government Code, as amended, and Section 49.063 of the Texas Water Code, as amended, and that this meeting has been open to the public, as required by law, at all times during which this Order and the subject matter hereof has been discussed, considered and acted upon. The Board of Directors further ratifies, approves and confirms such written notice and the contents and posting thereof. SECTION 14.02: EFFECTIVE DATE OF ORDER. This Order shall take effect and be in full force and effect upon and after its passage. PASSED AND ADOPTED the 1 lth day of April, 2024. ATTEST: 071 • Secre , oard of Directors Rock Management District No. 2 �,. �•ORI E Mgti • .706`� J • y.. ,,. Vic ent, Boa ,Of irectors Rock Prairie Management District No. 2 (End of Article Fourteen) 14-1 EXHIBIT "A" (FORM OF INITIAL BOND) REGISTERED REGISTERED NUMBER AMOUNT IR- UNITED STATES OF AMERICA $ STATE OF TEXAS COUNTY OF BRAZOS ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 UNLIMITED TAX ROAD BOND SERIES 2024 Interest Rate: Maturity Date: Initial Date: Delivery Date: CUSIP NO.: % September 1, _ _ May 1, 2024 , 2024 ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2, a conservation and reclamation district, a body politic and corporate and a governmental agency and political subdivision created under the Constitution and laws of the State of Texas, situated in Brazos County, Texas (the "District"), FOR VALUE RECEIVED hereby acknowledges itself indebted to and PROMISES TO PAY TO CEDE & CO. or registered assigns, on the due date specified above, the principal sum of DOLLARS (or so much thereof as shall not have been paid or deemed to have been paid upon prior redemption), and to pay interest thereon from the later of the Delivery Date specified above or the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for, at the per annum rate of interest specified above, computed on the basis of a 360-day year of twelve 30-day months. Interest hereon is payable semiannually on March 1 and September 1 (individually, an "Interest Payment Date") of each year, commencing on March 1, 2025, until the maturity or redemption date of this Bond, as provided in the order of the Board of Directors of the District duly adopted on April 11, 2024 (the "Bond Order"), authorizing the issuance of this Bond, to the person in whose name this Bond is registered at the close of business on the 15th day (whether or not a business day) of the calendar month next preceding such Interest Payment Date (the "Record Date"). Principal of this Bond due at maturity or upon prior A-1 redemption is payable in any coin or currency of the United States of America which, on the date of payment, is legal tender for the payment of debts due the United States of America, upon presentation and surrender of this Bond at the designated office of the agency selected by the District for such purpose (the "Paying Agent"). Except at maturity, interest on, or mandatory redemption payments, if any, in respect of, this Bond are payable by mailing of a check of the Paying Agent for such interest payable to, or upon written order of, the registered owner hereof at the address shown on the registry books maintained on behalf of the District by a trust or banking corporation or association selected by the District for such purpose (the "Registrar"), or by such other customary banking arrangements as may be acceptable to the Paying Agent and the registered owner hereof, at the risk and expense of the registered owner hereof. The initial Registrar and Paying Agent shall be The Bank of New York Mellon Trust Company, N.A., having its principal corporate trust office and its principal payment office in Dallas, Texas. THIS BOND IS ONE OF AN AUTHORIZED ISSUE OF BONDS, aggregating One Million Six Hundred Thousand and No/100 Dollars ($1,600,000.00) (the "Bonds"), issued for the purpose or purposes of purchasing, constructing, acquiring, owning, operating, repairing, improving, or extending road facilities or facilities in aid thereof, including, but not limited to, landscaping, lighting, banners, and signs, signalization, beautification, sidewalks and crosswalks, and all additions to such facilities and all land, improvements, facilities, equipment, appliances, interests in property and contract rights needed therefor, and administrative facilities needed in connection therewith, by authority of an election held within and for the District on November 3, 2015, and pursuant to the Bond Order and under and in strict conformity with the Constitution and laws of the State of Texas. THE TRANSFER OF THIS BOND may be accomplished by due execution of the provisions for assignment hereon and is registerable at the designated office of the Registrar by the registered owner hereof, or by his or her duly authorized representative, but only in the manner and subject to the limitations provided in the Bond Order, and only upon surrender of this Bond. Upon any such registration of transfer, one or more exchange Bonds, in authorized denominations, for a like interest rate and aggregate principal amount, shall be authenticated by the Registrar and registered and delivered or sent by United States mail, first class, postage prepaid, to the transferee in exchange therefor. This Bond, with or without others of like form and series, may in like manner be exchanged for one or more registered bonds of other authorized denominations at the same interest rate and in the same aggregate principal amount. No service charge shall be made for any such transfer or exchange, but the District and/or the Registrar may impose a charge sufficient to defray any tax or governmental charge in connection therewith. THE BONDS ISSUED AS TERM BONDS and scheduled to mature on September 1, 2032, 2035, 2039, 2042, 2045, 2048, and 2050, are subject to mandatory redemption, prior to said scheduled Maturity Dates, and shall be redeemed, by lot or by other customary method, on September 1 in each of the years and in the principal amounts set forth in the following table (subject to reductions of such principal amounts attributable to prior optional redemptions of such Term Bonds by the District, as provided in the Bond Order), plus accrued interest on said principal amounts: A-2 Year of Redemption 2031 2032 2033 2034 2035 2036 2037 2038 2039 2041 2042 2043 2044 2045 2046 2047 2048 2049 2050 Principal Amount $ 50,000 (Maturity) $ 50,000 $ 55,000 $ 55,000 (Maturity) $ 55,000 $ 60,000 $ 60,000 $ 60,000 (Maturity) $ 65,000 $ 70,000 (Maturity) $ 70,000 $ 75,000 $ 75,000 (Maturity) $ 80,000 $ 80,000 $ 85,000 (Maturity) $ 85,000 $ 90,000 (Maturity) $ 90,000 THE DISTRICT RESERVES THE RIGHT, AT ITS OPTION, TO REDEEM the Bonds of this issue maturing on or after September 1, 2031, in whole or, from time to time, in part, prior to their scheduled maturities, on September 1, 2030, or on any date thereafter, at a price equal to the principal amount thereof to be redeemed, plus accrued interest on said principal amount to be redeemed to the date fixed for redemption. In the event that a Serial Bond subject to redemption is in a denomination larger than $5,000, a portion of such Serial Bond may be redeemed, but only in a principal amount equal to $5,000, or an integral multiple thereof, and only upon the delivery of one or more exchange Serial Bonds of the same interest rate and in aggregate principal amount equal to the unredeemed portion of the Serial Bond so redeemed in part. If less than all of the outstanding principal amount of a Term Bond is to be redeemed, the District may determine and notify the Paying Agent of the reduction in the remaining mandatory redemption amount(s) of such Term Bond as result from such optional redemption. NOTICE OF REDEMPTION will be given by mailing same to the registered owners of the Bonds to be redeemed, in whole or in part, at least thirty (30) days prior to the date fixed for redemption. By the date fixed for redemption, due provision will have been made with the Paying Agent for payment of the principal amount of the Bonds so called for redemption, plus accrued interest thereon to the date fixed for redemption. When Bonds have been called for redemption, in whole or in part, and due provision has been made to redeem same, such Bonds, or the portions thereof so called for redemption, shall no longer be regarded as outstanding, except for the purpose of receiving payment from the funds provided for redemption, and the rights of the owners to collect interest which would otherwise accrue after the redemption date on the principal of the Bonds, or the portions thereof so called for redemption, will be terminated. A-3 NEITHER THE DISTRICT NOR THE REGISTRAR SHALL BE REQUIRED to transfer or exchange any Bond on any date subsequent to a Record Date and prior to the next succeeding Interest Payment Date, or during any period beginning fifteen (15) calendar days prior to, and ending on the date of, the mailing of any notice of redemption prior to maturity; nor shall the District or the Registrar be required to transfer or exchange any Bond so selected for redemption, in whole or in part, when such redemption is scheduled to occur within thirty (30) calendar days thereafter. PRIOR TO DUE PRESENTATION OF THIS BOND FOR REGISTRATION OF TRANSFER, the District, the Paying Agent and the Registrar may deem and treat the registered owner hereof as the absolute owner of this Bond (whether or not this Bond shall be overdue and notwithstanding any notation of ownership or other writing hereon) for the purpose of receiving payment hereof, or on account hereof, and interest due hereon, and for all other purposes, and neither the District, the Paying Agent nor the Registrar shall be bound or affected by any notice to the contrary. THE DISTRICT HAS DESIGNATED THE BONDS AS "qualified tax-exempt obligations" pursuant to the provisions of Section 265(b) of the Internal Revenue Code of 1986 in effect on the date of the issuance of the Bonds. THIS BOND, AND THE OTHER BONDS OF THE SERIES OF WHICH IT IS A PART, are payable from the proceeds of an ad valorem tax levied without legal limitation as to rate or amount upon all taxable property within the District. Reference is hereby made to the Bond Order for a complete description of: the terms, covenants and provisions pursuant to which this Bond and said series of Bonds are secured and made payable; the respective rights thereunder of the registered owners of the Bonds and of the District, the Paying Agent and the Registrar; the terms upon which the Bonds are, and are to be, registered and delivered; and any capitalized terms not otherwise defined herein. By acceptance of this Bond, the owner hereof expressly assents to all of the provisions of the Bond Order. IT IS HEREBY CERTIFIED, RECITED AND REPRESENTED that the issuance of this Bond, and the series of Bonds of which it is a part, is duly authorized by law; that all acts, conditions, and things required to exist and to be done precedent to and in the issuance of this Bond and said series of Bonds to render the same lawful and valid have been properly done and performed and have happened in regular and due time, form and manner, as required by law; that due provision has been made for the payment of the interest on and the principal of this Bond and the series of Bonds of which it is a part by the levy of a direct, annual ad valorem tax upon all taxable property within the District sufficient for said purposes; and that the issuance of this Bond and said series of Bonds does not exceed any constitutional or statutory limitation. UNLESS AND UNTIL A CERTIFICATE OF REGISTRATION of the Comptroller of Public Accounts of the State of Texas has been manually executed hereon by such Comptroller (or a duly authorized deputy), as provided in the Bond Order, this Bond shall not be entitled to the benefit and security of the Bond Order nor be valid or obligatory for any purpose. A-4 IN WITNESS WHEREOF, ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 has caused this Bond to be executed by the manual or facsimile signatures of the Vice President and Secretary of its Board of Directors and its official seal to be impressed or placed in facsimile hereon. ATTEST: By: Secretary, Board of Directors (SEAL) ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 By: Vice President, Board of Directors A-5 STATEMENT OF INSURANCE Assured Guaranty Municipal Corp. ("AGM"), New York, New York, has delivered its municipal bond insurance policy (the "Policy") with respect to the scheduled payments due of principal of and interest on this Bond to The Bank of New York Mellon Trust Company, N.A. Dallas, Texas, or its successor, as paying agent for the Bonds (the "Paying Agent"). Said Policy is on file and available for inspection at the principal office of the Paying Agent and a copy thereof may be obtained from AGM or the Paying Agent. All payments required to be made under the Policy shall be made in accordance with the provisions thereof. The owner of this Bond acknowledges and consents to the subrogation rights of AGM as more fully set forth in the Policy. A-6 OFFICE OF THE COMPTROLLER REGISTER NO. THE STATE OF TEXAS I HEREBY CERTIFY that there is on file and of record in my office an opinion of the Attorney General of the State of Texas to the effect that this Bond has been examined by said Attorney General as required by law, that said Attorney General finds that it has been issued in conformity with the Constitution and laws of the State of Texas, and it is a valid and binding obligation of Rock Prairie Management District No. 2 and said Bond has this day been registered by me. WITNESS MY HAND AND SEAL OF OFFICE at Austin, Texas, Comptroller of Public Accounts of the State of Texas A-7 ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto (print or typewrite name, address and zip code of transferee): (Social Security or other identifying number): the within Bond and does hereby irrevocably constitute and appoint as attorney to transfer said Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: The signature of the Registered Owner appearing on this Assignment is hereby verified as true and genuine and is guaranteed by: (Bank, Trust Company, or Brokerage Firm) By: (Authorized Representative) Registered Owner NOTICE: The signature on this Assignment must correspond in every particular with the name of the Registered Owner as it appears on the face of the within Bond. A-8 EXHIBIT "B" (FORM OF EXCHANGE BOND) REGISTERED REGISTERED NUMBER AMOUNT R- UNITED STATES OF AMERICA $ STATE OF TEXAS COUNTY OF BRAZOS ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 UNLIMITED TAX ROAD BOND SERIES 2024 Interest Rate: Maturity Date: % September 1, Initial Date: Delivery Date: CUSIP NO.: May 1, 2024 , 2024 ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2, a conservation and reclamation district, a body politic and corporate and a governmental agency and political subdivision created under the Constitution and laws of the State of Texas, situated in Brazos County, Texas (the "District"), FOR VALUE RECEIVED hereby acknowledges itself indebted to and PROMISES TO PAY TO or registered assigns, on the due date specified above, the principal sum of DOLLARS (or so much thereof as shall not have been paid or deemed to have been paid upon prior redemption), and to pay interest thereon from the later of the Delivery Date specified above or the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for, at the per annum rate of interest specified above, computed on the basis of a 360-day year of twelve 30-day months. Interest hereon is payable semiannually on March 1 and September 1 (individually, an "Interest Payment Date") of each year, commencing on March 1, 2025, until the maturity or redemption date of this Bond, as provided in the order of the Board of Directors of the District duly adopted on April 11, 2024 (the "Bond Order"), authorizing the issuance of this Bond, to the person in whose name this Bond is registered at the close of business on the 15th day (whether or not a business day) of the calendar month next preceding such Interest Payment Date (the "Record Date"). Principal of this Bond due at maturity or upon prior B-1 redemption is payable in any coin or currency of the United States of America which, on the date of payment, is legal tender for the payment of debts due the United States of America, upon presentation and surrender of this Bond at the designated office of the agency selected by the District for such purpose (the "Paying Agent"). Except at maturity, interest on, or mandatory redemption payments, if any, in respect of, this Bond are payable by mailing of a check of the Paying Agent for such interest payable to, or upon written order of, the registered owner hereof at the address shown on the registry books maintained on behalf of the District by a trust or banking corporation or association selected by the District for such purpose (the "Registrar"), or by such other customary banking arrangements as may be acceptable to the Paying Agent and the registered owner hereof, at the risk and expense of the registered owner hereof. The initial Registrar and Paying Agent shall be The Bank of New York Mellon Trust Company, N.A., having its principal corporate trust office and its principal payment office in Dallas, Texas. THIS BOND IS ONE OF AN AUTHORIZED ISSUE OF BONDS, aggregating One Million Six Hundred Thousand and No/100 Dollars ($1,600,000.00) (the "Bonds"), issued for the purpose or purposes of purchasing, constructing, acquiring, owning, operating, repairing, improving, or extending road facilities or facilities in aid thereof, including, but not limited to, landscaping, lighting, banners, and signs, signalization, beautification, sidewalks and crosswalks, and all additions to such facilities and all land, improvements, facilities, equipment, appliances, interests in property and contract rights needed therefor, and administrative facilities needed in connection therewith, by authority of an election held within and for the District on November 3, 2015, and pursuant to the Bond Order and under and in strict conformity with the Constitution and laws of the State of Texas. THE TRANSFER OF THIS BOND may be accomplished by due execution of the provisions for assignment hereon and is registerable at the designated office of the Registrar by the registered owner hereof, or by his or her duly authorized representative, but only in the manner and subject to the limitations provided in the Bond Order, and only upon surrender of this Bond. Upon any such registration of transfer, one or more exchange Bonds, in authorized denominations, for a like interest rate and aggregate principal amount, shall be authenticated by the Registrar and registered and delivered or sent by United States mail, first class, postage prepaid, to the transferee in exchange therefor. This Bond, with or without others of like form and series, may in like manner be exchanged for one or more registered bonds of other authorized denominations at the same interest rate and in the same aggregate principal amount. No service charge shall be made for any such transfer or exchange, but the District and/or the Registrar may impose a charge sufficient to defray any tax or governmental charge in connection therewith. THE BONDS ISSUED AS TERM BONDS and scheduled to mature on September 1, 2032, 2035, 2039, 2042, 2045, 2048, and 2050, are subject to mandatory redemption, prior to said scheduled Maturity Dates, and shall be redeemed, by lot or by other customary method, on September 1 in each of the years and in the principal amounts set forth in the following table (subject to reductions of such principal amounts attributable to prior optional redemptions of such Term Bonds by the District, as provided in the Bond Order), plus accrued interest on said principal amounts: B-2 Year of Principal Redemption Amount 2031 $ 50,000 2032 (Maturity) $ 50,000 2033 $ 55,000 2034 $ 55,000 2035 (Maturity) $ 55,000 2036 $ 60,000 2037 $ 60,000 2038 $ 60,000 2039 (Maturity) $ 65,000 2041 $ 70,000 2042 (Maturity) $ 70,000 2043 $ 75,000 2044 $ 75,000 2045 (Maturity) $ 80,000 2046 $ 80,000 2047 $ 85,000 2048 (Maturity) $ 85,000 2049 $ 90,000 2050 (Maturity) $ 90,000 THE DISTRICT RESERVES THE RIGHT, AT ITS OPTION, TO REDEEM the Bonds of this issue maturing on or after September 1, 2031, in whole or, from time to time, in part, prior to their scheduled maturities, on September 1, 2030, or on any date thereafter, at a price equal to the principal amount thereof to be redeemed, plus accrued interest on said principal amount to be redeemed to the date fixed for redemption. In the event that a Serial Bond subject to redemption is in a denomination larger than $5,000, a portion of such Serial Bond may be redeemed, but only in a principal amount equal to $5,000, or an integral multiple thereof, and only upon the delivery of one or more exchange Serial Bonds of the same interest rate and in aggregate principal amount equal to the unredeemed portion of the Serial Bond so redeemed in part. If less than all of the outstanding principal amount of a Term Bond is to be redeemed, the District may determine and notify the Paying Agent of the reduction in the remaining mandatory redemption amount(s) of such Term Bond as result from such optional redemption. NOTICE OF REDEMPTION will be given by mailing same to the registered owners of the Bonds to be redeemed, in whole or in part, at least thirty (30) days prior to the date fixed for redemption. By the date fixed for redemption, due provision will have been made with the Paying Agent for payment of the principal amount of the Bonds so called for redemption, plus accrued interest thereon to the date fixed for redemption. When Bonds have been called for redemption, in whole or in part, and due provision has been made to redeem same, such Bonds, or the portions thereof so called for redemption, shall no longer be regarded as outstanding, except for the purpose of receiving payment from the funds provided for redemption, and the rights of the owners to B-3 collect interest which would otherwise accrue after the redemption date on the principal of the Bonds, or the portions thereof so called for redemption, will be terminated. NEITHER THE DISTRICT NOR THE REGISTRAR SHALL BE REQUIRED to transfer or exchange any Bond on any date subsequent to a Record Date and prior to the next succeeding Interest Payment Date, or during any period beginning fifteen (15) calendar days prior to, and ending on the date of, the mailing of any notice of redemption prior to maturity; nor shall the District or the Registrar be required to transfer or exchange any Bond so selected for redemption, in whole or in part, when such redemption is scheduled to occur within thirty (30) calendar days thereafter. PRIOR TO DUE PRESENTATION OF THIS BOND FOR REGISTRATION OF TRANSFER, the District, the Paying Agent and the Registrar may deem and treat the registered owner hereof as the absolute owner of this Bond (whether or not this Bond shall be overdue and notwithstanding any notation of ownership or other writing hereon) for the purpose of receiving payment hereof, or on account hereof, and interest due hereon, and for all other purposes, and neither the District, the Paying Agent nor the Registrar shall be bound or affected by any notice to the contrary. THE DISTRICT HAS DESIGNATED THE BONDS AS "qualified tax-exempt obligations" pursuant to the provisions of Section 265(b) of the Internal Revenue Code of 1986 in effect on the date of the issuance of the Bonds. THIS BOND, AND THE OTHER BONDS OF THE SERIES OF WHICH IT IS A PART, are payable from the proceeds of an ad valorem tax levied without legal limitation as to rate or amount upon all taxable property within the District. Reference is hereby made to the Bond Order for a complete description of: the terms, covenants and provisions pursuant to which this Bond and said series of Bonds are secured and made payable; the respective rights thereunder of the registered owners of the Bonds and of the District, the Paying Agent and the Registrar; the terms upon which the Bonds are, and are to be, registered and delivered; and any capitalized terms not otherwise defined herein. By acceptance of this Bond, the owner hereof expressly assents to all of the provisions of the Bond Order. IT IS HEREBY CERTIFIED, RECITED AND REPRESENTED that the issuance of this Bond, and the series of Bonds of which it is a part, is duly authorized by law; that all acts, conditions, and things required to exist and to be done precedent to and in the issuance of this Bond and said series of Bonds to render the same lawful and valid have been properly done and performed and have happened in regular and due time, form and manner, as required by law; that due provision has been made for the payment of the interest on and the principal of this Bond and the series of Bonds of which it is a part by the levy of a direct, annual ad valorem tax upon all taxable property within the District sufficient for said purposes; and that the issuance of this Bond and said series of Bonds does not exceed any constitutional or statutory limitation. B-4 UNLESS AND UNTIL A CERTIFICATE OF REGISTRATION of the Registrar has been manually executed by an authorized representative of the Registrar, as provided in the Bond Order, this Bond shall not be entitled to the benefit and security of the Bond Order nor be valid or obligatory for any purpose. IN WITNESS WHEREOF, ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 has caused this Bond to be executed by the manual or facsimile signatures of the President and Secretary of its Board of Directors and its official seal to be impressed or placed in facsimile hereon. ATTEST: By: Secretary, Board of Directors (SEAL) ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 By: President, Board of Directors B-5 STATEMENT OF INSURANCE Assured Guaranty Municipal Corp. ("AGM"), New York, New York, has delivered its municipal bond insurance policy (the "Policy") with respect to the scheduled payments due of principal of and interest on this Bond to The Bank of New York Mellon Trust Company, N.A. Dallas, Texas, or its successor, as paying agent for the Bonds (the "Paying Agent"). Said Policy is on file and available for inspection at the principal office of the Paying Agent and a copy thereof may be obtained from AGM or the Paying Agent. All payments required to be made under the Policy shall be made in accordance with the provisions thereof. The owner of this Bond acknowledges and consents to the subrogation rights of AGM as more fully set forth in the Policy. B-6 CERTIFICATE OF REGISTRAR This is to certify that this Bond is one of the Bonds issued under the provisions of the within -mentioned Bond Order, and it is hereby further certified that this Bond has been authorized and delivered in conversion and exchange for, or in replacement of, a Bond, Bonds or portions thereof (or one or more prior conversion, exchange or replacement Bonds) originally issued by Rock Prairie Management District No. 2, approved by the Attorney General of Texas, and initially registered by the Comptroller of Public Accounts of the State of Texas. , Registrar Dated: By: Authorized Signatory B-7 ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto (print or typewrite name, address and zip code of transferee): (Social Security or other identifying number): the within Bond and does hereby irrevocably constitute and appoint as attorney to transfer said Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: The signature of the Registered Owner appearing on this Assignment is hereby verified as true and genuine and is guaranteed by: (Bank, Trust Company, or Brokerage Firm) By: (Authorized Representative) Registered Owner NOTICE: The signature on this Assignment must correspond in every particular with the name of the Registered Owner as it appears on the face of the within Bond. [The legal opinion of Bond Counsel shall also be attached to the Exchange Bonds.] B-8 EXHIBIT "C" CONTINUING DISCLOSURE The information to be updated includes all quantitative financial information and operating data with respect to the District of the general type included in the Official Statement under "APPENDIX A". Any financial statements of the District will be prepared in accordance with generally accepted accounting principles for local government units as prescribed by the Governmental Accounting Standards Board or such other accounting principles as the District may be required to employ from time to time pursuant to State law or regulation. EXHIBIT "C" SCHWARTZ PAGE & HARMING April 11, 2024 Board of Directors Rock Prairie Management District No. 2 1300 Post Oak Boulevard, Suite 2400 Houston, Texas 77056 Re: Rock Prairie Management District No. 2 Unlimited Tax Road Bonds, Series 2024 Dear Directors: As you know, the District will issue the captioned bonds (the "Bonds") in order to provide for the acquisition and construction of the project described in the Official Statement distributed in connection with the Bonds. As a result of that issuance, the federal income tax laws impose certain restrictions on the investment and expenditure of amounts to be used for the project or to be deposited to the interest and sinking fund (the "Bond Fund") for the Bonds. The purpose of this letter is to set forth, in somewhat less technical language, those provisions of the tax law which require the timely use of the Bond proceeds and that investment of these amounts be at a yield which is not higher than the yield on the Bonds. Periodically, in order to evidence compliance with federal law, the District will be advised to perform arbitrage compliance audits and, if necessary, will be required to make yield reduction and/or arbitrage rebate payments to the Internal Revenue Service, in order to maintain compliance with the restrictions set forth below. Generally, the federal tax laws provide that, unless excepted, amounts to be used for the project or to be deposited to the Bond Fund must be invested in obligations the combined yield on which does not exceed the yield on the Bonds. For this purpose, please refer to line 21(e) of the I.R.S. Form 8038-G included in the transcript of proceedings for the yield. Importantly, for purposes of administrative convenience, the Bonds have been structured in such a way as to avoid, for the most part, this restriction on investment yield. As such, for analytical purposes only, we have segregated the Bond Fund into three separate accounts. This does not require that you segregate monies deposited to the Bond Fund into those accounts, but you should keep in mind the limitations imposed on each of those hypothetical accounts. They also contain certain covenants relating to expenditures of proceeds designed to alert you to unintentional failures to comply with the laws affecting expenditures of proceeds and dispositions of property. 1300 POST OAK BOULEVARD, SUITE 2400 a HOUSTON, TX 77056 0: 713.623.4531 F: 713.623.6143 Board of Directors April 11, 2024 Page 2 First, the sale and investment proceeds to be used for the project may be invested for up to three years without regard to yield. (Such amounts, however, may be subject to rebate.) Thereafter, they must be invested at or below the Bond yield. Importantly, expenditure of these proceeds must be accounted in your books and records. Allocations of these expenditures must occur within 18 months of the later of the date paid or the date the project is completed. The foregoing notwithstanding, the allocation should not occur later than 60 days after the earlier of (1) five years after the delivery date of the Bonds or (2) the date the Bonds are retired unless you obtain an opinion of bond counsel or tax counsel that the tax-exempt status of the Bonds will not be adversely affected. Second, the Bond Fund is made up of taxes which are levied annually for the payment of current debt service on all the District's outstanding bonds. Any taxes deposited to the Bond Fund which are to be used for the payment of current debt service on the Bonds, or any other outstanding bonds, are not subject to yield restriction. By definition, current debt service refers only to debt service to be paid within one year of the date of receipt of the taxes. For the most part, this would be debt service in the current fiscal year. These amounts deposited to the account for current debt service may be invested without regard to any constraint imposed by the federal income tax laws. Third, the Bond Fund contains an amount of taxes, which although not expended for debt service within the current year, are necessary to ensure that amounts will be sufficient to pay debt service in the event that taxes are insufficient during that period. This amount, commonly referred to as "coverage," represents a reserve account against periodic fluctuations in the receipt of tax revenues. The Internal Revenue Code permits amounts which are held in reserve for the payment of debt service, in such instances, to be invested without regard to yield restriction if such amounts do not exceed the lesser of (1) 10 percent of the outstanding principal amount of all outstanding bonds, (2) maximum annual debt service on all outstanding bonds, or (3) 125 percent of average annual debt service on all outstanding bonds. Fourth, a portion of the Bond Fund is permitted to be invested without regard to yield restriction as a "minor portion." The "minor portion" exception is available for de minimis amounts of taxes deposited to the Bond Fund. The maximum amount that may be invested as part of this account may not exceed the lesser of five percent of the principal amount of the Bonds or $100,000. Accordingly, you should review the current balance in the Bond Fund in order to determine if such balance exceeds the aggregate amount of these three accounts. Additionally, in the future it is important that you be aware of these accounts as additional amounts are deposited to the Bond Fund. The amounts which are subject to yield restriction would only be the amounts which are in excess of the sum of (1) the current debt service account, (2) the reserve account, and (3) the "minor portion" account. Moreover, to the extent that additional bonds are issued by 716952_1 Board of Directors April 11, 2024 Page 3 the District, whether for new money projects or for refunding, these amounts will change in their proportion. Finally, you should note that the Bond Order contains a covenant that limits the ability of the District to sell or otherwise dispose of Bond -financed property for compensation. With respect to the property financed by the Bonds, or in cases in which an issuer elects to apply new private activity bond regulations, such sale or disposition causes the creation of a class of proceeds referred to as "disposition proceeds." Disposition proceeds, like sale proceeds and investment earnings, are tax -restricted funds. Failure to appropriately account, invest or expend such disposition proceeds would adversely affect the tax-exempt status of the Bonds. In the event that you anticipate selling property, even in the ordinary course, please contact us. Obviously, this letter only presents a fundamental discussion of the yield restriction rules as applied to amounts deposited to the Bond Fund. Moreover, this letter does not address the rebate consequences with respect to the Bond Fund. If you have certain concerns with respect to the matters discussed in this letter or wish to ask additional questions with regard to certain limitations imposed, please feel free to contact our firm. Very truly yours, SCHWARTZ, PAGE & HARDING, L.L.P. • By: Chris cc: Ms. Denise Oppenheimer Municipal Accounts & Consulting, L.P. Pi-4U- 140e 716952_1 EXHIBIT "D" M 'A c mOIRMINMPRIMPfS CONSULTING, L.P. Bookkeeper's Report I April 11, 2024 Rock Prairie Management District No. 2 WEBSITE www.municipalaccounts.com 1111 1 ADDRESS III (TACT 611 Longmire Rd: 936.756.1644 Conroe, Texas 77304 Fax: 936.756.1844 Monthly Financial Summary - General Operating Fund Rock Prairie MD No. 2 - GOF AccouuBalanceumm s & Eires By Month (Year to Date) Balance as of 02/09/2024 $7,538 Receipts 304,325 Disbursements (179,875) Balance as of 04/11/2024 $131,988 March 2024 Revenues Actual Budget $0 $0 Expenditures Actual Budget $17,406 $23,703 Over/(Under) $0 Over/(Under) ($6,297) - Current Year Revenues --•-- Prior Year Revenues Current Year Expenditures --*-- Prior Year Expenditures $200K $150K $100K $50K $0K Jun ,31 Jul Aug Oct Nov Jan Mar May Apr Dec June 2023 - March 2024 (Year to Date) Revenues Actual Budget $345,831 $54,180 Expenditures Actual Budget $191,828 $197,418 Operating Fund Reserve Coverage Ratio (In Months) 10 8 6 4 2 0 ipOMR oct Feb Over/(Under) $291, 650 Over/(Under) ($5,590) 2 2 General Operating Fund Cash Flow Report - Checking Account Rock Prairie MD No. 2 - GOF �4d Number Balance as of 02/09/2024 Receipts Name Maintenance Tax Collections Total Receipts Disbursements 2117 2119 2132 2133 2134 2135 2136 2137 2138 2139 2140 2141 2142 Svc Chg Svc Chg Wire Schwartz, Page & Harding, L.L.P. Greener Images Greener Images Schwartz, Page & Harding, L.L.P. B&A Municipal Tax Service EHRA Engineering Forvis Greener Images Municipal Accounts & Consulting, LP Municipal Risk Management Group, LLC Schwartz, Page & Harding, L.L.P. Greener Images EHRA Engineering Central Bank Central Bank Central Bank Total Disbursements Balance as of 04/11/2024 Memo VOID: Legal Fees VOID: Mowing & Repairs Mowing & Fertilization Reissue Ck. # 2117 - Legal Fees SB2 Compliance Engineering Fees Series 2024 Road - AUP Mowing & Repairs Bookkeeping Fees Arbitrage Analysis Legal Fees Mowing & Repairs Series 2024 Road - Bond Application Service Charge Service Charge Transfer to Invesments Amount Balance $7,537.98 176,325.36 0.00 0.00 (4,140.00) (7,160.05) (250.00) (4,467.50) (4,500.00) (9,230.00) (4,384.12) (1,800.00) (10,353.82) 0.00 (5,540.00) (45.00) (5.00) (128,000.00) $176,325.36 ($179,875.49) $3,987.85 CENTRAL BANK - CHECKING - #XXXX6508 3 General Operating Fund 1 Actual vs. Budget Comparison Rock Prairie MD No. 2 - GOF March 202d June 2023 - March 2024 Over/ Over/ e�Y46 Actual Budget (Under) Actual Budget (Under) Revenues Property Tax Revenue • 14301 Maintenance Tax Collections 0 0 n 215,490 39,164 176,325 221,044 Total Property Tax Revenue 0 0 ii 215,490 _ 39,164 176,325 - 221,044 • Developer Advance 14901 Developer Advance 0 0 0 110,000 15,016 94,984 15,016 Total Developer Advance 0 0 0 110,000 15,016 94484 15,016 • Other Revenue 15801 Miscellaneous Income Total Other Revenue Total Revenues 0 0 0 9 0 9 0 0 0 0 9 0 9 0 0 0 0 m_.._ 325,498 54,180 271,318 236,060 Expenditures Water Service 16105 Maintenance & Repairs - Water 0 0 0 17,016 0 17,016 0 Total Water Service 0 0 0 17,016 0 17,016 0 Parks & Recreation Service 16603 Mowing - Parks 9,230 8,830 400 58,440 60,100 (1,660) 75,000 Total Parks & Recreation Service 9,230 8,830 400 58,440 60,100 (1,660) 75,000 Administrative Service 16703 Legal Fees 2,601 5,000 (2,400) 44,538 50,000 (5,462) 60,000 16705 Auditing Fees 0 0 0 13,700 13,500 200 13,500 16706 Engineering Fees 0 3,083 (3,083) 13,556 30,833 (17,277) 37,000 16707 Engineering Fees - Special 600 0 600 3,020 0 3,020 0 16712 Bookkeeping Fees 1,481 3,042 (1,561) 24,457 30,417 (5,960) 36,500 16713 Legal Notices & Other Publ. 0 83 (83) 0 833 (833) 1,000 16714 Printing & Office Supplies 62 167 (105) 1,492 1,667 (175) 2,000 16715 Filing Fees 0 17 (17) 342 167 175 200 16716 Delivery Expense 0 13 (13) 93 125 (32) 150 16717 Postage 13 11 2 65 108 (43) 130 16718 Insurance & Surety Bond 3,068 3,068 0 3,068 3,068 0 3,200 16722 Bank Service Charge 5 40 (35) 240 400 (160) 480 16723 Travel Expense 76 100 (24) 842 1,000 (158) 1,200 16731 Arbitrage Analysis 0 0 0 1,800 0 1,800 0 16737 SB 2 Expenses 250 250 0 2,500 y� 2,500 03,000 Total Administrative Service 8,155 14,873 (6,718) 109,713 �134,618 (24,405) 158,360 4 General Operating Fund Actual vs. Budget Comparison Rock Prairie MD No. 2 - GOF Expenditures Other Expense 17802 Miscellaneous Expense Total Other Expense Total Expenditures Total Revenues (Expenditures) Other Revenues Extra Ordinary Revenue II15902 Transfer From Capital Projects Total Extra Ordinary Revenue Total Other Revenues Total Other Revenues (Expenditures) Excess Revenues (Expenditures) March 2024 Over/ Actual Budget (Under) Actual Budget June 2023 - March 2024 Over/ (Under) 21 0 21 6,660 2,700 ,960 21 0 21 6,660 2,700 3,960 2,700 Annual Budget 17,406 23,703 (6,297) 191,828 197,418 (5,590) 236,060 4/,406) (23,703) 6,297 133,67(143,238j 276,907 0 O 0 0 20,333 0 20,333 0 0 0 0 20,333 0 20,333 0 O 0 0 20,333 20,333 0 O 0 0 20,333 20,333 0 (17,406) (23,703) 6,297 154,002 (143,238) 297,240 0 410 General Operating Fund Balance Sheet as of 03/31/2024 Rock Prairie MD No. 2 - GOF did Bank 11101 Cash in Bank Total Bank Receivables 11303 Maintenance Tax Receivable Total Receivables Interfund Receivables 11401 Due From Capital Projects 11403 Due From Tax Account Total Interfund Receivables $172,513 $172,513 $3,175 $3,175 $A040 (1 ,341) ($01) w Total Assets $174,387 Liabilities & Equity Liabilities Accounts Payable 12101 Accounts Payable Total Accounts Payable Deferrals 12502 Deferred Inflows Property Taxes Total Deferrals Total Liabilities Equity Unassigned Fund Balance 13101 Unassigned Fund Balance Total Unassigned Fund Balance Net Income Total Equity Total Liabilities & Equity $40,525 $40,525 $3,175 $43,700 ($23,315) ($23,315) $154,002 $130,687 $174,387 6 General Operating Fund Monthly Financial Summary - Capital Projects Fund lock Prairie MD No. 2 - CPF um I Balance as of 02/09/2024 $0 —..— Current Year Revenues --•-- Prior Year Revenues Current Year Expenditures --;-- Prior Year Expenditures Receipts $2.5M $2.0M Disbursements $1.5M $1.0M Balance as of 04/11/2024 $0 $0.5M $0.0M ($0.5M) Account Balance Summary Overall Revenues & Expenditures By Month (Year to Date) Account Balance By Month 1 April 2023 - March 2024 CAPITAL PROJECTS FUND $200.00K $150.00K $100.00K $50.00K $0.00K ($50.00K) Jul Sep Nov Jun Aug Oct Dec Feb Apr Apr 23 May 23 Jun 23 Jul 23 Aug 23 Sep 23 Oct 23 Nov 23 Dec 23 Jan 24 Feb 24 Mar 24 May 7 Capital Projects Fund District Debt Summary as of 04/11/2024 Rock Prairie MD No. 2 - DSF Total $ Authorized $178.00M Total $ Issued $6.75M Yrs to Mat 26 RatBng AA WATER, SEWER, PARK/ROAD/OTHER F NDIN DRAINAGE 1 s $ Available To Issue $71.40M Issued $6.75M $ Available To Issue $99.85M I Issued N/A $ Available To Issue $178.04M s Govern n nt Code Outstanding Debt Breakdown Series Issued 2023 - Road 2022 - Road 2021 - Road Total Original Bonds Issued $1,750,000 $2,500,000 $2,500,000 $6,750,000 Maturity Date 2050 2050 2050 Principal Outstanding $1,750,000 $2,500,000 $2,370,000 $6,620,000 District Debt Summary Or District Debt Schedule ock Prairie MD No. 2 - DSF Paying Agent Bank of New York Bank of New York Bank of New York Total Due 09/01/2024 111 Total Due 03/01/2025 Paying Agent Bank of New York Bank of New York Bank of New York Series 2023 - Road 2022 - Road 2021 - Road Series 2023 - Road 2022 - Road 2021 - Road Principal Interest $0.00 $39,468.75 $60,000.00 $60,312.50 $65,000.00 $30,762.50 $125,000.00 $130,543.75 Principal Interest $0.00 $39,468.75 $0.00 $58,212.50 $0.00 $30,275.00 $0.00 $127,956.25 Total $39,468.75 $120,312.50 $95,762.50 $255,543.75 Total $39,468.75 $58,212.50 $30,275.00 $127,956.25 Imimo District Debt Schedule Investment Profile as of 04/11/2024 11.111111. Rock Prairie MD No. 2 0 Funds Available to Invest Funds Available to Invest $131,988 Funds Invested $128,000 Percent Invested 97 0/0 $0 Funds Invested $0 Percent Invested 0% Term Money Market w r - Debt Service Fund Other Funds Funds Available to nves un•s $477,703 Funds Invested $477,703 Percent Invested 100 % Tern. Certificate of Deposit N/A vat a • e o nve Funds Invested N/A Percent Invested N/A U.S. Treasuries 270 Days 1 Yr 13 Mo 18 Mo 2 Yr *Rates are based on the most current quoted rates and are subject to change daily. 5.37 % 5.28 5.13 % 4.20 % 1.91 % Investment Rates Over Time (By Month) I April 2023 - March 2024 MONEY MARKET CD-1 YEAR U.S. TREASURIES-1 Year 5.60% 5.40% 5.20% 5.00% 4.80% 270 Days 1 Yr 13 Mo 18 Mo 2 Yr 5.33 5.33 % 5.06 N/A 5.06 % 4.77 % 4.60% Apr 23 May 23 Jun 23 Jul 23 Aug 23 Sep 23 Oct 23 Nov 23 Dec 23 Jan 24 Feb 24 Mar 24 ■ 10 Investment Profile ccount Balance as of 04/11/2024 ock Prairie MD No. 2 - Investment Detail FUND: General Operating Financial Institution (Acct Number) Issue Date Maturity Date Interest Rate Account Balance • Notes Money Market Funds TEXAS CLASS (XXXX0005) 03/06/2024 Checking Account(s) CENTRAL BANK - CHECKING (XXXX6508) 5.44 % 128,000.00 0.00 % 3,987.85 Checking Account Totals for General Operating Fund $131,987.85 FUND: Debt Service Financial Institution (Acct Number) Money Market Funds TEXAS CLASS (XXXX0001) Totals for Debt Service Fund Grand Total for Rock Prairie MD No. 2 : Issue Date Maturity Date Ilkest Rate Account Balance • Notes 04/06/2021 5.44 % 477,703.27 Road $477,703.27 $609,691.12 ■ 11 Account Balance MUNIC I PAL ACCOUNTS CONSULTING, L.P. Rock Prairie Management District No. 2 Quarterly Investment Inventory Report Period Ending February 29, 2024 BOARD OF DIRECTORS Rock Prairie Management District No. 2 Attached is the Quarterly Investment Inventory Report for the Period ending February 29, 2024. This report and the District's investment portfolio are in compliance with the investment strategies expressed in the Districts's investment policy, and the Public Funds Investment Act. I, hereby certify that, pursuant to Senate Bill 253 and in connection with the preparation of the investment report, I have reviewed the divestment lists prepared and maintained by the Texas Comptroller of Public Accounts, and the District does not own direct or indirect holdings in any companies identified on such lists. Mark M. Burton (Investment Officer) Ghia Lewis (Investment Officer) COMPLIANCE TRAINING HB 675 states the Investment Officer must attend at least one training seminar for (6) six hours Within twelve months of taking office and requires at least (4) four hours training within each (2) two year period thereafter. INVESTMENT OFFICERS Mark M. Burton Ghia Lewis 611 Longmire Rd • • Conroe, Texas 77304 • Phone: 936.756.1644 • Fax: 936.756.1844 CURRENT TRAINING November 27, 2015 (Texpool Academy 10 Hours) December 26, 2017 (Texpool Academy 10 Hours) January 9, 2020 (TexPool Academy 12 Hours) December 31, 2021 (Texpool Academy 10 Hours) December 16, 2023 (Texpool Academy 10 Hours) November 5, 2015 (Texpool Academy 10 Hours) November 6, 2017 (Texpool Academy 10 Hours) November 5, 2019 (Texpool Academy 10 Hours) December 28, 2021 (Texpool Academy 10 Hours) December 26, 2023 (Texpool Academy 10 Hours) Rock Izairie Management District No. 2 Summary of Money Market Funds 12/01/2023 - 02/29/2024 Fund: Capital Projects Financial Institution: TEXAS CLASS Account Number: XXXX0004 Date Opened: 05/15/2023 Current Interest Rate: 5.46% Date Description Begin Balance Cash Added Cash Withdrawn Int. Eamed End Balance 12/01/2023 1,767.19 12/31/2023 Interest 8.37 01/11/2024 Tr to GOF Chkg (1,775.56) 01/31/2024 Tr not processed 1,775.56 01/31/2024 Interest 8.37 02/01/2024 Interest 0.27 02/08/2024 Tr to GOF Chkg (1,784.20) Totals for Account XXXX0004: $1,767.19 $1,775.56 ($3,559.76) $17.01 Totals for Capital Projects Fund: $1,767.19 1,775.56 ($3,559.76) $17.01 Methods Used For Reporting Market Values CerfiEcar r of Deposits: Fnce Value Plus Accrued Interest Secunres/Duect Goverment Obligations: Market Value Quoted by the Seller of the Security and Confirmed in Wetting Public Fund Investment Pool/MM Accounts. Balance = Book V:due = Current Market $0.00 $0.00 Rock Prairie Management District No. 2 Summary of Money Market Funds 12/01/2023 - 02/29/2024 Fund: Debt Service Financial Institution: TEXAS CLASS Account Number. XXXX0001 Date Opened: 04/06/2021 Current Interest Rate: 5.46% Date Description Begin Balance Cash Added Cash Withdrawn Int. Eamed End Balance 12/01/2023 253,296.31 12/31/2023 Interest 1,202.03 01/31/2024 Interest 1,196.79 02/21/2024 TAX TRANSFER 368,000.00 02/29/2024 BOND PAYMENT BONY (148,962.49) 02/29/2024 Interest 1,586.86 Totals for Account X100X0001: $253,296.31 $368,000.00 ($148,962.49) $3,985.68 $476,319.50 Totals for Debt Service Fund: $253,296.31 $368,000.00 ($148,962.49) $3,985.68 $476,319.50 Methods Used For Reporting Market Values Certificates of Deposits: Face Value Plus Accrued Interest Secuntes/D,rcct Goverment Obigaoons: Market Value Quoted by the Seller of the Serum), and Confirmed m Wuttmg Public Fund Investment Pool/Sal Accounts: Balance = Book Value = Current Market Financial Institution Fund: Operating u, Rock Prairie Management District No. 2 Summary of Certificates of Deposit with Money Market 12/01/2023 - 02/29/2024 Investment Issue Maturity Beginning Principal From Principal From Principal Principal Ending Interest Beg. Acc. Interest Interest Interest Accrued Number Date Date Balance Cash Investment Withdrawn Reinvested Balance Rate Interest Earned Reinvested Withdrawn Interest Totals for Operating Fund: 0.00 0.00 0.00 0.00 0.00 0.00 N/A Beginning Balance: $0.00 Interest Eamet� $0.00 Plus Principal From Cash: $0.00 Less Beg Accrued Interest: $0.00 Less Principal Withdrawn: $0.00 Plus End Accrued Interest: $0.00 Plus Interest Reinvested: $0.00 Fixed Interest Earned: $0.00 Fixed Balance: $0.00 MM Interest Earned. $0.00 MM Balance: $0.00 Total Interest Earned , $0.00 Total Balance: $0.00 Methods Used For Reporting Market Values Certificates of Deposits. Face Value Plus Accrued Interest Seeunties/Direct Goverment Obligations Market Value Quoted by the Seller of the Se until and Confioned in Witting Public Fund Investment Pool/..DM Accounts Balance = Book Value = Current Market • 0.00 0.00 0.00 0.00 $0.00 Financial Institution Fund: Capital Projects Rock Prairie Management District No. 2 Summary of Certificates of Deposit with Money Market 12/01/2023 - 02/29/2024 Investment Issue Maturity Beginning Principal From Principal From Principal Principal Ending Interest Beg. Acc. Interest Interest Interest Accrued Number Date Date Balance Cash Investment Withdrawn Reinvested Balance Rate Interest Earned Reinvested Withdrawn Interest Totals for Capital Projects Fund: 0.00 0.00 0 00 0.00 0.00 0.00 N/A 0.00 0.00 0.00 0.00 $0 00 Beginning Balance: $0.00 Interest Earned: $0.00 Plus Principal From Cash: $0.00 Less Beg Accrued Interest: $0 00 Less Principal Withdrawn: $0.00 Plus End Accrued Interest: $0.00 Plus Interest Reinvested: $0.00 Fixed Interest Earned: $0.00 Fixed Balance: $0.00 MM Interest Earned: $17.01 MM Balance: $0.00 Total Interest Earned: $17.01 Total Balance: $0.00 Methods Used For Reporting Market Values Certificates of Deposits. Face Value Plus Accrued Interest Secunties/Direct Goverment Obligations: Market Value Quoted by the Seller of the Security and Confirmed in Writting Public Fund Investment Pool/,1MM Accounts: Balance = Book Value = Current bL rket Financial Institution Fund: Debt Service Rock Prairie Management District No. 2 Summary of Certificates of Deposit with Money Market 12/01/2023 - 02/29/2024 Investment Issue Maturity Beginning Principal From Principal From Principal Principal Ending Interest Beg. Acc. Interest Interest Interest Accrued Number Date Date Balance Cash Investment Withdrawn Reinvested Balance Rate Interest Earned Reinvested Withdrawn Interest Totals for Debt Service Fund: 0.00 0.00 0.00 0.00 0.00 0.00 N/A 0.00 000 0.00 0.00 $0.00 Beginning Balance: $0.00 Interest Eam $0.00 Plus Principal From Cash: $0.00 Less Beg Accrued Interes . $0.00 Less Principal Withdrawn: $0.00 Plus End Accrued Interest $0.00 Plus Interest Reinvested: $0.00 Fixed Interest Earned $0.00 Fixed Balance: $0.00 MM Interest Earned: $3,985.68 MM Balance: $476,319.50 Total Interest Earned: $3,985.68 Total Balance: $476,319.50 Totals for District: 0.00 0.0C 0.00 0.00 0.00 0.00 N/A 0.00 0.00 0.00 0.00 $0.00 Methods Used For Reporting Market Values Certificates of Deposits. Face Value Plus Accrued Interest Securities/Direct Goverment Ctbhgations. Market Value Quoted by the Seller of the Security and Confirmed in Writing Public Fund Investment Pool/bar Accounts Balance = Book Value = Current Market Proposed Budget Rock Prairie MUD 2 - Fiscal Year Ending 5/31/25 Ten Month Twelve Months Approved Proposed Actuals Annualized Revenues 14901 • Developer Advance 14301 • Maintenance Tax Collections Total Revenues Expenditures 06/23-03/24 FYE 05/24 2024 Budget 2025 Budget 110,000 110,000 15,016 67,337 215,490 215,490 221,044 232,733 $325,490 $325,490 $236,060 $300,070 16105 . Maintenance & Repairs - Water 17,016 51,048 0 52,000 16703 • Legal Fees 44,538 53,446 60,000 60,000 16705 • Auditing Fees 13,700 13,700 13,500 15,000 16706 • Engineering Fees 13,556 23,239 37,000 37,000 16707 . Engineering Fees - Special 3,020 12,080 0 13,000 16712 • Bookkeeping Fees 24,457 29,348 36,500 32,000 16713 • Legal Notices & Other Publ. 0 0 1,000 1,000 16737 • SB 2 Expenses 2,500 2,500 3,000 2,600 16714 • Printing & Office Supplies 1,492 1,790 2,000 2,000 16715 • Filing Fees 342 342 200 350 16716 • Delivery Expense 93 112 150 120 16603 • Mowing - Parks 58,440 61,100 75,000 75,100 16717 • Postage 65 78 130 100 16718 • Insurance & Surety Bond 3,068 3,068 3,200 3,200 16723 • Travel Expense 842 1,010 1,200 1,100 16722 • Bank Fees 240 288 480 300 17802 • Miscellaneous Expense 6,651 1,537 2,700 2,700 16728 . Record Storage Fees 0 0 0 650 16731 . Arbitrage Analysis 1,800 1,800 0 1,850 Total Expenditures $191,821 $256,486 $236,060 $300,070 18 Proposed Budget Rock Prairie MUD 2 - Fiscal Year Ending 5/31/25 Ten Month Twelve Months Approved Proposed Actuals Annualized 06/23-03/24 FYE 05/24 2024 Budget 2025 Budget Other Revenues 15902 . Transfer from Capital Projects 20,333 20,333 0 0 Total Other Revenues $20,333 $20,333 $0 $0 Net Excess Revenues <Expenditures> $154,002 $89,337 $0 $0 19 EXHIBIT "E" 1111111"51k NICIPAL ACCOUNTS CONSULTING, L.P. April 22, 2024 Ms. Christina J. Cole Schwartz, Page & Harding, L.L.P. 1300 Post Oak Blvd., Suite 2400 Houston, TX 77056 Re: Rock Prairie MUD 2 Unclaimed Property for the Reporting Period March 1, 2022 — February 28, 2023 Dear Ms.Cole, For the reporting period referenced above, please be advised that Rock Prairie MUD 2 has: (X) No unclaimed property to report ( ) Unclaimed property to report (see attached) Should you have any questions regarding the above, please do not hesitate to call me. Sincerely, Denise Oppenheimer Bookkeeper 1281 BRITTMOORE RD • HOUSTON, TEXAS 77043 ■ PHONE 713-623-4539 ■ FAX 713-629-6859 11111r4,7= (Rev.7-09/3) COMPTROLLER OF PUBLIC ACCOUNTS UNCLAIMED PROPERTY HOLDER REPORTING SECTION 3/02/20 to 3/01/21 Additional owner last name TEXAS REPORT OF UNCLAIMED PROPERTY PAGE 1 OF 1 Hol ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 47-4717780 Item no. Property type Owner last name Mailing address Date of last contact Owner driver's license number Property description OR FROM Periodic payments TO Owner e-mail address First name/middle initial City, state, ZIP code Owner Social Security Number (SSN) Title Country, if not U.S.A. Amount remitted to Comptroller $ COMPLETE ADDITIONAL OWNER BOXES (BELOW) IF THERE IS MORE THAN ONE OWNER FOR THIS PROPERTY. Additional owner last name First name/middle initial I Additional owner title Additional owner SSN Additional owner last name Item no. Property type Owner last name Mailing address Date of last contact Owner driver's license number Property description OR FROM Periodic payments TO Owner e-mail address First name/middle initial City, state, ZIP code Owner Social Security Number (SSN) Title Country, if not U.S.A. Amount remitted to Comptroller COMPLETE ADDITIONAL OWNER BOXES (BELOIh) IF THERE IS MORE THAN ONE OWNER FOR THIS PROPERTY Additional owner last name First name/middle initial Additional owner title Additional owner SSN Additional owner last name Item no. Property type Owner last name Mailing address Date of last contact Owner driver's license number Property description OR FROM First name/middle initial Additional owner title Periodic payments TO Owner e-mail address First name/middle initial City, state, ZIP code Owner Social Security Number (SSN) Additional owner SSN Title Country, if not U.S.A. Amount remitted to Comptroller $ COMPLETE ADDITIONAL OWNER BOXES (BELOW) IF THERE IS MORE THAN ONE OWNER FOR THIS PROPERTY. First name/middle initial Additional owner title I Additional owner SSN Additional owner last name First name/middle initial IF L E, EN Q GRAND TOTAL REMITTED 0.00 PAGE TOTAL P 0.00 EXHIBIT "F" IP w Mr Honesty I Efficiency I Transparency I Accountability I Continuity MUNICIPAL TAX SERVICE,LLC ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE MONTH ENDING FEBRUARY 29, 2024 B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 620 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 1 MUNICIPAL TAX SERVICE,LLC ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE PERIOD ENDING 2/29/2024 RECEIVABLES SUMMARY 2023 Balance Forward Levy at 05/31/23 FYE CAD Changes / Uncollectible Outstanding Balance forward Prior Years (2022-2010) at 05/31/23 FYE CAD Changes / Uncollectible Total Levy to be collected Collection prior months (all years) 2023 Taxes Collected net NSF & KR Refunds during current month Taxes Collected for Prior Years net NSF & KR Refunds Total Outstanding Balance TAX ACCOUNT Income Taxes Collected Current Year Taxes Collected Prior Year 10% Rendition Penalty Penalties & Interest Collection Fee Paid Overpayments NSF or Reversals, Bank Charges Other Fees & Court Costs, Etc CCI Overpayment Earned Interest CK# CK# CK# CK# CK# CK# CK# Beginning Balance — Tax Account Expenses 1238 Brazos CAD - 2nd Qtr 2024 Assessment Invoice (Reporting Only) 1267 Rock Prairie Management Distrct 2 - Operating 1268 Bryce C Schneider: Correction Roll 31 & 54 Refunds (TY 2023 & 2022) 1269 Abm Rezbaul Islam: Correction Roll 31 Refund (TY 2022) 1270 CoreLogic Central Refunds: Over Payment Refund (TY 2023) 1271 B&A Municipal Tax Service, LLC - Invoice MD2-214 1272 B&A Municipal Tax Service, LLC - Invoice MD2-215 Ending Balance —Tax Account $0.00 $644,052.69 $13,228.60 $111.28 ($598,396.25) ($6,745.53) ($532.58) $7,256.46 $604.74 $0.00 $354.51 $143.93 $7.26 $0.00 $0.00 $0.00 $0.00 $8,366.90 $1,711.00 $2,556.21 $195.53 $387.56 $7.26 $870.80 $715.53 $6,443.89 644, 052.69 13,339.88 657,392.57 (605,674.36) 51,718.21 25,527.83 33,894.73 27,450.84 B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 620 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 2 1111 MUNICIIIIIRSERVICE,LLC ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE PERIOD ENDING 2/29/2024 OUTSTANDING TAXES - YEAR TO DATE BALANCE FORWARD CAD TAX @ SUPPLEMENTS & YEAR 10/01/23 CORRECTIONS UNCOLLECTIBLE 2023 $640,404.39 $3,648.30 $0.00 2022 $363,943.33 ($107.80) $0.00 2021 $216,956.04 $0.00 $0.00 2020 $117,666.69 $0.00 $0.00 2019 $73,299.93 $0.00 $0.00 2018 $49,461.25 $0.00 $0.00 2017 $19,962.78 $0.00 $0.00 EXEMPTIONS & TAX RATES TAX YEAR 2023 2022 2021 2020 2019 2018 2017 HOMESTEAD EXEMPTION 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% DISTRICT VALUES TAX LAND & YEAR IMPROVEMENTS 2023 131,934,610 2022 74,214,045 2021 43,412,055 2020 22,941,412 2019 14,898,546 2018 9,881,920 2017 4,069,643 OVER 65 / DISABLED 0 0 0 0 0 0 0 AG NET 8,296 8,296 8,675 7,123 14,370 28,690 27,010 M & 0 RATE 0.18000 0.12000 0.17000 0.50000 0.50000 0.50000 0.50000 PERSONAL PROPERTY 140,373 120,621 608,274 617,829 909,670 309,850 0 COLLECTIONS $593,809.60 $362,360.42 $216,956.04 $117,666.69 $73,299.93 $49,461.25 $19,962.78 OUTSTANDING COLLECTIONS TAXES PERCENTAGE $50,243.09 92.20% $1,475.12 99.59% $0.00 100.00% $0.00 100.00% $0.00 100.00% $0.00 100.00% $0.00 100.00% $51,718.21 DEBT SERVICE ROAD BOND DEBT RATE RATE 0.00000 0.32000 0.00000 0.38000 0.00000 0.33000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 EXEMPTIONS 3,272,725 1,575,865 637,793 33,002 1,162,600 328,210 104,096 TOTAL VALUE 128,810,554 72,767,097 43,391,211 23,533,362 14,659,986 9,892,250 3,992,557 TOTAL RATE 0.50000 0.50000 0.50000 0.50000 0.50000 0.50000 0.50000 SR 32 54 82 94 107 108 101 KR 32 54 82 94 107 108 101 B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 620 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 3 ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE PERIOD ENDING 2/29/2024 MUNICIPAL TAX SERVICE,LLC BEGINNING BALANCE INCOME 10% Rendition Penalty CAD Refund Excess Allotment Collection Fee Earned Interest Overpayments Penalty & Interest Rollback Tax Collected Taxes Collected Total Income EXPENSES Audit/Records Bank Charges Bond Premium CAD Fees Certificate of Value Copies Correction Roll Refunds Correction Roll Rendition Refunds Continuing Disclosure Court Affidavits Delinquent Tax Attorney Assistance Delinquent Tax Attorney Fee Estimate of Value Financial Advisor Assistance Unclaimed Property Report Legal Notices Mailing & Handling Meeting Travel & Mileage NSF, Reversals, Stop Pay Overpayment Refund Public Hearing Records Retention Research Roll Update & Processing Senate Bill 2 to CAD (5 Yr History) Supplies Tax Assessor Collector Fee - AB Transfer to Rollback Collected Transfer to Maintenance & Operating Transfer to Road Debt Service ENDING BALANCE PROFIT & LOSS CURRENT MONTH 2/01/24 - 2/29/24 620,190.33 0.00 0.00 143.93 0.00 7.26 354.51 0.00 7,861.20 8,366.90 0.00 0.00 0.00 0.00 175.00 72.00 1,613.30 0.00 0.00 0.00 15.00 0.00 0.00 0.00 0.00 0.00 5.08 0.00 0.00 12, 387.68 0.00 1.62 0.00 187.50 0.00 0.00 870.80 0.00 211,334.52 368, 000.00 594,662.50 33.894.73 FISCAL YEAR 6/01/23 - 2/29/24 46,650.66 0.00 467.00 1,616.50 0.00 12,708.16 1,726.37 0.00 608,292.05 624,810.08 175.00 0.00 50.00 4,336.50 175.00 591.60 2,034.60 0.00 0.00 0.00 135.00 1,475.63 900.00 0.00 0.00 344.95 226.27 1,870.20 0.00 12,696.65 650.00 30.11 0.00 750.00 0.00 119.05 7,515.90 0.00 215,489.55 388, 000.00 637,566.01 33.894.73 B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 620 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 4 MUNICIPAL TAX SERVICE,LLC ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE PERIOD ENDING 2/29/2024 YEAR TO YEAR COMPARISON 2023 % l 2022 % VARIANCE October $8,387.10 1.29% 19,553.67 5.34% -4.05% November $37,614.24 7. % 25,643.23 12.33% -5.22% December $51,270.06 15. % I50710.36 26.17%-11.14% January $491,405.97 91.00% 21,635.93 86.66% 4.34% • February $7,256.46 92.20% 10,057.86 90.07% 2.13% March 5,972.86 91.71% April 10,976.90 94.73% May 5,944.85 96.36% June 3,564.60 97.34% July $863.97 97.42% August 5,043.07 98.80% September 2,281.84 99.43% MONTHLYSLLECTIONS 20231 20221 2021 $7,256.46 $604.74 $0.00 • B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 620 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 5 IMII MUNICIPAL TAX SERVICE,LLC 0 • ROCK PRAIRIE MGT DIST NO. 2 FOR THE PERIOD ENDING 02/28/2024 PLEDGED SECURITIES REPORT SECURITES PLEDGED AT 105% OVER FDIC INSURED $250,000 COLLATERAL SECURITY AGREEMENT ON FILE : YES TAX BANK ACCOUNT HELD AT: WELLS FARGO / BANK OF NEW YORK MELLON COLLATERAL SECURITY REQUIRED: $ 556,796.01 TYPE OF PLEDGED INVESTMENT: 01BZMG IN COMPLIANCE W/ DISTRICT INVESTMENT POLICY: YES 1 8 A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY SUITE 620 HOUSTON, TX 77040 MAIN 713-900-2680 FAX 713-900-2685 PS STATE OF TEXAS § COUNTY OF BRAZOS § Avik Bonnerjee, being duly sworn, says that he is the Tax Assessor -Collector for the above named District and the foregoing contains a true and correct report accounting for all taxes collected for said District during the month therein stated. Avik Bonnerjee, RTA SWORN TO AND SUBSCRIBED BEFORE ME, this 1st day of March 2024. • • .4_. ! I I ,a,• REBECCABREWER My Notary ID # 1258819 Expires March 1, 2028 Rebecca Brewer Notary Public, State of Texas Notary ID #1258819 My Commission Expires March 1, 2028 �4. ' AIDS CENTRAL PRAISAL DISTRICT BRAZOS COUNTY, TEXAS 405T PENDLETON DR BRYAN, TX 77802-2465 4111) Mr. Avik Bonnerjee Registered Texas Assessor Collector B&A Municipal Tax Service LLC 13333 Northwest Freeway, Suite 620 Houston, TX 77040 Dana Horton Chief Appraiser Phone (979) 774-4100 Fax (979) 774-4196 November 28, 2023 ROCK PRAIRIE MGMT DIST #2 STATEMENT Below are the quarterly payment amounts and due dates for the 2024 Brazos Central Appraisal District Operating Budget, as mandated by State Law. Section 6.06 State Property Tax Code states: "Unless the governing body of u unit and the chief appraiser agree to a different method of payment, each taxing unit shall pay its allocation in four equal payments to be made at the end of each calendar quarter, and the first payment shall be made before January 1 of the year in which the budget takes effect. A payment is delinquent if not paid on the date it is due. A delinquent payment incurs a penalty of 5 percent of the amount of the payment and accrues interest at an annual rate of IO percent. If the budget is amended, any change in the amount of a unit's allocation is apportioned among the payments remaining." 1st Quarter due by December 31, 2023 2°' Quarter due by March 31, 2024 3rd Quarter due by June 30, 2024 4th Quarter due by Septem.ber 30, 2024 Total Allocation $1,711.00 $1,711.00 $1,711.00 $1,711.00 $6,844.00 Pc.1-9,L1- coia3g PO ERVICE,LLC TAX YEAR M & O RATE 20231 0.180000 2022 0.120000 2021 I 0.170000 20201 0.500000 20191 0.500000 20181 0.500000 2017 0.500000 DATE: 03/01/24 PAID CHECK # f 4 ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE PERIOD ENDING 2/29/2024 PERCENTAGE 36.00% 24.00% 34.00% 100% 100% 100% 100% MAINTENANCE & OPERATING COLLECTIONS $7,256.46 $604.74 $0.00 $0.00 $0.00 $0.00 $0.00 PENALTIES & INTEREST $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 • LESS CORRECTION ROLLS LESS REVERSALS ($510.93) $0.00 ($72.16) $0.00 $0.00 $0.00 $0.00 1 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 0.00 TRANSFER LESS di! $2,428.39 $127.82 $0.00 $0.00 $0.00 $0.00 $0.00 $0.-- $0.00 $2,556.21 B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 505 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 1 2023 TAX RECEIPT ROCK PRAIRIE MANAGEMENT DISTRICT 2 AVIK BONNERJEE, TAX ASSESSOR/COLLECTOR 13333 NORTHWEST FREEWAY, SUITE 620 HOUSTON, TX 77040 Hours: MON - THU 8 - 4 FRI 8 - 12 Web: WWW.BAMUNITAX.COM 4.1110Phone: 713-900-2680 Fax: 713-900-2685 Owner Name and Address SCHNEIDER BRYCE CHRISTOPHER 1068 TOLEDO BEND DR COLLEGE STATION, TX 77845-7834 **RETURN SERVICE REQUESTED* 41. Jur No MD2 Account No Stmt Date Delinquent 3/12/24 Date Receipt No 4/2/2024 115 41380010250290 TAXES ARE DUE UPON RECEIPT. TAXES WILL BECOME DELINQUENT AFTER April 01, 2024. PAYMENT MUST BE POSTMARKED BEFORE DELINQUENT DATE TO AVOID ADDITIONAL PENALTIES AND INTEREST. Taxes that remain delinquent on July 02, 2024 will incur an additional penalty to defray costs of collection per Section 33.07,33.08 and/or 33.11 of the Texas Property Tax Code. Please contact the Appraisal District concerning any corrections in appraised value, ownership, address changes or any application for exemptions. Brazos County Appraisal District www.brazoscad.org 979-774-4100 Appraised Values Property Information Comparisons of the last six (6) tax years Homestead Adj. Improvement HS Land HS -24,673 MIDTOWN RESERVE PH 102, BLOCKS, LOT 29, ACRES 324,639 101 55,000 100% Assessed Value' 354,966 Taxing Unit ROCK PRAIRIE MD NO. 2 • Acreage: 0.10100 Service Address Year 2023 2022 2021 Al 2020 N/A TOLEDO BEND DR IF YOU ARE 65 YEARS OF AGE OR OLDER OR ARE DISABLED AND THE PROPERTY DESCRIBED IN THIS DOCUMENT IS YOUR RESIDENCE HOMESTEAD, YOU SHOULD CONTACT THE APPRAISAL DISTRICT REGARDING ANY ENTITLEMENT YOU MAY HAVE TO A POSTPONEMENT IN THE PAYMENT OF THESE TAXES. • Less Exemptions N/A Appraised 379,639 337,127 293,360 23,981 N/A N/A Taxable TFRWte 354,966 0.500000 322,696 0.500000 293,360 0.500000 23,981 0.500000 N/A N/A N/A N/A Taxes 1,774.83 1,613.48 1,466.80 119.90 N/A N/A % Change 10.00% 10.00% 1,123.35% N/A N/A N/A % Change between 2023 and 2020 1,483.08% 11,380.20% I 0.00% Taxable Value Tax Rate 354,966 0.0000 per $100 1,380.26% Current Taxes Due Tax Levy 1,774.83 1,774.83 Payment Date Due Before Payment Paid By Taxes Paid CAD Penalties Paid P & I Paid Atty Fee Paid Other Paid Total Payment 01/04/2024 1,898.20 CORELOGIC 02/27/2024 0.00 SCHNEIDER BRYCE CHRISTOPHERV 1,898.20 -123.37 , 0.00 0.00 0.00 0.00 0.00 0.00 1,898.20 0.00 0.00 0.00 CORRECTION ROLL - # 31 TAX YEAR: P," 4ta3.3q Pot3.c 4 L Iola 2023 Paid in Full Total Paid 1,898.20 2022 TAX RECEIPT ROCK PRAIRIE MANAGEMENT DISTRICT 2 AVIK BONNERJEE, TAX ASSESSOR/COLLECTOR 13333 NORTHWEST FREEWAY, SUITE 620 HOUSTON, TX 77040 Hours: MON - THU 8 - 4 FRI 8 - 12 Web: WWW.BAMUNITAX.COM Owner Name and Address SCHNEIDER BRYCE CHRISTOPHER 1068 TOLEDO BEND DR COLLEGE STATION, TX 77845-7834 **RETURN SERVICE REQUESTED** Phone: 713-900-2680 Fax: 713-900-2685 Appraised Values I Property Information Homestead Adj.-14,431 MIDTOWN RESERVE PH 102, BLOCK 5, LOT 29, ACRES Improvement HS 287,127 .101 Land HS 50,000 100% Assessed Value' 322,696 Taxing Unit ROCK PRAIRIE MD NO. 2 Acreage: 0.10100 Service Address TOLEDO BEND DR 4110 IF YOU ARE 65 YEARS OF AGE OR OLDER OR ARE DISABLED AND THE PROPERTY DESCRIBED IN THIS DOCUMENT IS YOUR RESIDENCE HOMESTEAD, YOU SHOULD CONTACT THE APPRAISAL DISTRICT REGARDING ANY ENTITLEMENT YOU MAY HAVE TO A POSTPONEMENT IN THE PAYMENT OF THESE TAXES. Payment Date 01/02/2023 02/27/2024 Due Before Payment 1,685.64 0.00 Less Exemptions Paid By CORELOGIC SCHNEIDER BRYCE CHRISTOPHER CORRECTION ROLL - # 64, TAX YEAR: aO a p, 'ria. ) Jur No Stmt Date MD2 3/12401r Account No Delinquent Date 4/2/2024 Receipt No 114 41380010250290 TAXES ARE DUE UPON RECEIPT. TAXES WILL BECOME DELINQUENT AFTER April 01, 2024. PAYMENT MUST BE POSTMARKED BEFORE DELINQUENT DATE TO AVOID ADDITIONAL PENALTIES AND INTEREST. Taxes that remain delinquent on July 01, 2023 will incur an additional penalty to defray costs of collection per Section 33.07,33.08 and/or 33.11 of the Texas Property Tax Code. Please contact the Appraisal District concerning any corrections in appraised value, ownership, address changes or any application for exemptions. Brazos County Appraisal District www.brazoscad.org 979-774-4100 Comparisons of the last six (6) tax years Year I 2022 2021 2020 All N/A N/A N/A • Taxes Paid 1,685.64 -72.16 Appraised I 337,127 293,360 23,981 N/A N/A N/A Taxable I Rate 322,696 0.500000 293,360 0.500000 23,981 0.500000 N/A N/A /A N/A /A N/A Taxes I % Change 1,613.48 10.00% 1,466.80 1,123.35% 119.90 N/A N/A N/A N/A N/A N/A N/A % Change between 2022 and 2020 1,305.81% 11,245.63% I 0.00% 11,245.69% I Taxable Value Tax Rate I Tax Levy I 322,696 0.500000 per $100 • 1,613.48 CAD Penalties Paid 0.00 0.00 P&IPaid 0.00 0.00 Current Taxes Due Atty Fee Paid 0.00 0.00 Other Paid 0.00 0.00 1,613.48 Total Payment 1,685.64 0.00 Pt( 3.oL2 a_ I4g 2022 Paid in Full Total Paid 1,685.64 2023 TAX RECEIPT ROCK PRAIRIE MANAGEMENT DISTRICT 2 AVIK BONNERJEE, TAX ASSESSOR/COLLECTOR 13333 NORTHWEST FREEWAY, SUITE 620 HOUSTON, TX 77040 Hours: MON - THU 8 FRI 8 - 12 Web: WWW.BAMUN AX.COM Owner Name and Address ISLAM ABM REZBAUL 1218 AMISTAD LOOP COLLEGE STATION, TX 77845 **RETURN SERVICE REQUESTED** Appraised Values Homestead Adj. Improvement HS Land HS 100% Assessed Value' Taxing Unit ROCK PRAIRIE MD NO. 2 Phone: 713-900-2680 Fax: 713-900-2685 Property Information -77,512 MIDTOWN RESERVE PH 201, BLOCK 23, LOT 15 276,522 55,000 254,010 • AMISTAD LOOP 411111111 IF YOU ARE 65 YEARS OF AGE OR OLDER OR ARE DISABLED AND THE PROPERTY DESCRIBED IN THIS DOCUMENT IS YOUR RESIDENCE HOMESTEAD, YOU SHOULD CONTACT THE APPRAISAL DISTRICT REGARDING ANY ENTITLEMENT YOU MAY HAVE TO A POSTPONEMENT IN THE PAYMENT OF THESE TAXES. Payment Date 01/04/2024 02/27/2024 Due Before Payment Paid By 1,657.61 CORELOGIC 0.00 ISLAM ABM REZBAUL CORRECTION ROLL - # 31 TAX YEAR: 41 3S'i. Ste Service Address Less Exemptions • Al Jur No Stmt Date I Delinquent Date I MD2 3/12/2024 I 4/2/2024 I 371 Account No C1 41380021230150 TAXES ARE D E UPON RECEIPT. TAXES WILL BECOME DELINQUENT AFTER April 01, 2024. PAYMENT MUST BE POSTMARKED BEFORE DELINQUENT DATE TO AVOID ADDITIONAL PENALTIES AND INTEREST. Taxes that remain delinquent on July 02, 2024 will incur an additional penalty to defray costs of collection per Section 33.07,33.08 and/or 33.11 of the Texas Property Tax Code. Receipt No Please contact the Appraisal District concerning any corrections in appraised value, ownership, address changes or any application for exemptions. Brazos County Appraisal District www.brazoscad.org 979-774-4100 Comparisons of the last six (6) tax years Year I Appraised I Taxable I Rate I Taxes I % Change 2023 331,522 254,010 0.500000 1,270.05 115.36% 2022 117,945 117,945 0.500000 589.72 356.09% 2021 25,860 25,860 0.500000 129.30 N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A 1111p/A N/A N/A N/A N/A N/A N/A N/A N/A % Change between 2023 and 2021 1 1,181.99% I 882.25% I 0.00% I 882.25% 1 Taxable Value I Tax Rate I Tax Levy 254,010 0.500000 per $100 1,270.05 CAD Taxes Paid I Penalties Paid 1,657.61 / 0.00 -387.56 lie 0.00 P & I Paid 0.00 0.00 Current Taxes Due Atty Fee Paid 0.00 0.00 Other Paid 0.00 0.00 1,270.05 Total Payment 1,657.61 0.00 2023 Paid in Full Total Paid 1,657.61 2022 TAX RECEIPT ROCK PRAIRIE MANAGEMENT DISTRICT 2 AVIK BONNERJEE, TAX ASSESSOR/COLLECTOR 13333 NORTHWEST FREEWAY, SUITE 620 HOUSTON, TX 77040 Hours: MON - THU 8 - 4 FRI 8 - 12 Web: WWW.BAMUNITAX.COM Owner Name and Address ACEVEDO HECTOR OROZCO 807 DOUBLE MOUNTAIN RD COLLEGE STATION, TX 77845-2721 **RETURN SERVICE REQUESTED** Appraised Values Improvement HS Land HS 100% Assessed Value Taxing Unit ROCK PRAIRIE MD NO. 2 Phone: 713-900-2680 Fax: 713-900-2685 Property Information 95,948 MIDTOWN RESERVE PH 104, BLOCK 6, LOT 27, Undivided 25,000 Interest 50.0000000000% 120,948 Service Address bOUBLE MOUNTAIN RDA IF YOU ARE 65 YEARS OF AGE OR OLDER OR ARE DISABLED AND THE PROPERTY DESCRIBED IN THIS DOCUMENT IS YOUR RESIDENCE HOMESTEAD, YOU SHOULD CONTACT THE APPRAISAL DISTRICT REGARDING ANY ENTITLEMENT YOU MAY HAVE TO A POSTPONEMENT IN THE PAYMENT OF THESE TAXES. Payment Date b2/28/2024 Less Exemptions Jur No Stmt Date Delinquent Date Receipt No MD2 3/12/ 62 Account No T ES E DUE UPON RECEIPT. TAXES WILL BECOME NT AFTER July 31, 2023. PAYMENT MUST BE POSTMARKED BEFORE DELINQUENT DATE TO AVOID ADDITIONAL PENALTIES AND INTEREST. Taxes that remain delinquent on September 01, 2023 will incur an additional penalty to defray costs of collection per Section 33.07,33.08 and/or 33.11 of the Texas Property Tax Code. Please contact the Appraisal District concerning any corrections in appraised value, ownership, address changes or any application for exemptions. Brazos County Appraisal District www.brazoscad.org 979-774-4100 Comparisons of the last six (6) tax years Year 2022 N/A N/A Al I N/A 4 N/A j N/A Appraised 120,948 N/A N/A N/A N/A N/A Taxable Rate Taxes 120,948 0.500000 N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A 604.74 N/A N/A N/A N/A N/A % Change between 2022 and 2022 N/A I N/A I N/A I N/A Taxable Value Tax Rate 120,948 0.500000 per $100 Due Before CAD Payment Paid By Taxes Paid Penalties Paid 870.83 CMS 604.74 0.00 OVER PAYMENT AMT: 7.a,4 Ana O j OF a aNO o'N A �x S0)q--'1CD % Change N/A N/A N/A N/A N/A N/A Tax Levy 604.74 Current Taxes Due 604.74 Other P & I Paid Atty Fee Paid Paid Total Payment 114.90 143.93 0.00 870.83 2022 Paid in Full Total Paid 870.83 RVICE LLC Bill To Rock Prairie Management District No. 2 13333 Northwest Freeway Suite 620 Houston TX 77040 Invoice Date Invoice # 3/1/2024 MD2-214 Description Unit Count Rate Amount Avik Bonnerjee, RTA - Tax Assessor Collector Fee March 824.90 824.90 2024. 2023 Additional Unit Count Invoiced 2024 51 0.90 45.90 Thank you for your business. Total $870.80 -pc3c'.02$ C-Ic �a9r 13333 Northwest Freeway, Suite 620 • Houston, TX 77040 • PH:713-900-2680 • www.bamunitax.com liiiiiiieRVICE, LLC Bill To Rock Prairie Management District No. 2 Municipal Accounts & Consulting 611 Longmire Rd. Conroe TX 77304 Invoice Date Invoice # 3/1/2024 MD2-215 Description Unit Count Rate Amount Copies Postage, Mailing, and Handling (16) Records Retention Preparation of Delq. Atty. Electronic Files Meeting Travel Time/Mileage/Time (January 2024) Thank you for your business. 746 0.20 17.15 1.62 15.00 532.56 149.20 17.15 1.62 15.00 532.56 Total $715.53 13333 Northwest Freeway, Suite 620 • Houston, TX 77040 • PH:713-900-2680 k 3.1.a4, - Ic.91 V • www.bamunitax.com w Honesty I Efficiency I Transparency I Accountability I Continuity MUNICIPAL TAX SERVICE,LLC ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE MONTH ENDING MARCH 31, 2024 B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 620 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 1 MUNICIPAL TAX SERVICE,LLC ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE PERIOD ENDING 3/31/2024 RECEIVABLES SUMMARY 2023 Balance Forward Levy at 05/31/23 FYE CAD Changes / Uncollectible Outstanding Balance forward Prior Years (2022-2010) at 05/31/23 FYE CAD Changes / Uncollectible Total Levy to be collected Collection prior months (all years) 2023 Taxes Collected net NSF & KR Refunds during current month Taxes Collected for Prior Years net NSF & KR Refunds Total Outstanding Balance TAX ACCOUNT Income Taxes Collected Current Year Taxes Collected Prior Year 10% Rendition Penalty Penalties & Interest Collection Fee Paid Overpayments NSF or Reversals, Bank Charges Other Fees & Court Costs, Etc CCI Overpayment Earned Interest C K# C K# C K# C K# C K# Beginning Balance — Tax Account Expenses 1273 Rock Prairie Management District 2 - Operating 1274 Arjun Sholaraju & Lekhapriya Dheeraj - Correction Roll 33 Ref (TY 2023) 1275 Vishruth Gowda & Shaifali Mathur - Correction Roll 33 Ref (TY 2023) 1276 B&A Municipal Tax Service, LLC - Invoice MD2-217 1277 B&A Municipal Tax Service, LLC - Invoice MD2-218 Ending Balance —Tax Account $0.00 $643,942.35 $13,228.60 $111.28 ($605,674.36) ($20,311.78) $0.00 $20,422.12 $0.00 $0.00 $1,569.75 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $21,991.87 $7,312.24 $53.36 $56.98 $870.80 $601.31 $8,894.69 643,942.35 13, 339.88 657,282.22 (625,986.14) 31,296.09 27,450.84 49,442.71 40,548.02 B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 620 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 2 VICE,LLC ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE PERIOD ENDING 3/31/2024 OUTSTANDING TAXES - YEAR TO DATE TAX YEAR 2023 2022 2021 2020 2019 2018 2017 BALANCE FORWARD CAD SUPPLEMENTS & 10/01/23 CORRECTIONS $640,404.39 $363,943.33 $216,956.04 $117,666.69 $73,299.93 $49,461.25 $19,962.78 EXEMPTIONS & TAX RATES TAX YEAR 2023 2022 2021 2020 2019 2018 2017 HOMESTEAD EXEMPTION 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% DISTRICT VALUES TAX YEAR 2023 2022 2021 2020 2019 2018 2017 LAND & IMPROVEMENTS 131,912,541 74,214,045 43,412,055 22,941,412 14,898,546 9,881,920 4,069,643 $3,537.96 ($107.80) $0.00 $0.00 $0.00 $0.00 $0.00 OVER 65 / DISABLED 0 0 0 0 0 0 0 AG NET 8,296 8,296 8,675 7,123 14,370 28,690 27,010 UNCOLLECTIBLE $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 M & 0 RATE 0.18000 0.12000 0.17000 0.50000 0.50000 0.50000 0.50000 PERSONAL PROPERTY 140,373 120,621 608,274 617,829 909,670 309,850 0 COLLECTIONS $614,121.38 $362,360.42 $216,956.04 $117,666.69 $73,299.93 $49,461.25 $19,962.78 OUTSTANDING COLLECTIONS TAXES PERCENTAGE $29,820.97 95.37% $1,475.12 99.59% $0.00 100.00% $0.00 100.00% $0.00 100.00% $0.00 100.00% $0.00 100.00% $31,296.09 DEBT SERVICE ROAD BOND DEBT RATE RATE 0.00000 0.32000 0.00000 0.38000 0.00000 0.33000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 EXEMPTIONS 3,272,725 1,575,865 637,793 33,002 1,162,600 328,210 104,096 TOTAL VALUE 128,788,485 72,767,097 43,391,211 23,533,362 14,659,986 9,892,250 3,992,557 TOTAL RATE 0.50000 0.50000 0.50000 0.50000 0.50000 0.50000 0.50000 SR 34 57 85 94 107 108 105 KR 34 57 85 94 107 108 105 B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 620 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 3 ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE PERIOD ENDING 3/31/2024 MUNICIPAL TAX SERVICE,LLC • 1 • BEGINNING BALANCE INCOME 10% Rendition Penalty CAD Refund Excess Allotment Collection Fee Earned Interest Overpayments Penalty & Interest Rollback Tax Collected Taxes Collected Total Income EXPENSES Audit/Records Bank Charges Bond Premium CAD Fees Certificate of Value Copies Correction Roll Refunds Correction Roll Rendition Refunds Continuing Disclosure Court Affidavits Delinquent Tax Attorney Assistance Delinquent Tax Attorney Fee Estimate of Value Financial Advisor Assistance Unclaimed Property Report Legal Notices Mailing & Handling Meeting Travel & Mileage NSF, Reversals, Stop Pay Overpayment Refund Public Hearing Records Retention Research Roll Update & Processing Senate Bill 2 to CAD (5 Yr History) Supplies Tax Assessor Collector Fee - AB Transfer to Rollback Collected Transfer to Maintenance & Operating Transfer to Road Debt Service ENDING BALANCE PROFIT & LOSS CURRENT MONTH 3/01/24 - 3/31/24 33,894.73 0.00 0.00 0.00 0.00 0.00 1,569.75 0.00 20,422.12 21,991.87 0.00 0.00 0.00 1,711.00 0.00 149.20 583.09 0.00 0.00 0.00 15.00 0.00 0.00 0.00 0.00 0.00 17.15 532.56 0.00 7.26 0.00 1.62 0.00 0.00 0.00 0.00 870.80 0.00 2,556.21 0.00 6,443.89 49.442.71 FISCAL YEAR 6/01/23 - 3/31/24 46,650.66 0.00 467.00 1,616.50 0.00 12,708.16 3,296.12 0.00 628,714.17 646,801.95 175.00 0.00 50.00 6,047.50 175.00 740.80 2,617.69 0.00 0.00 0.00 150.00 1,475.63 900.00 0.00 0.00 344.95 243.42 2,402.76 0.00 12,703.91 650.00 31.73 0.00 750.00 0.00 119.05 8,386.70 0.00 218, 045.76 388, 000.00 644,009.90 49.442.71 B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 620 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 4 MUNICIPAL TAX SERVICE/LLC ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE PERIOD ENDING 3/31/2024 I • 1 202 111. October $8,387.10 November $37,614.24 December $51,270.06 15. January $491,405.97 91.i'/° YEAR T February $7,256.46 92.0 March $20,422.12 95. April May June July August September 20231 $20,422.12 2,281.84 MONTH LLECTIONS 20221 2021 $0.00 $0.00 PARISON 2022 % VARIANCE 9,553.67 5.34% -4.05% 5,643.23 12.33% -5.22% 0,710.36 26.17% -11.14% 21,635.93 86.66% 4.34% 0,057.86 90.07% 2.13% 5,972.86 91.71% 3.66% 10,976.90 94.73% 5,944.85 96.36% ,564.60 97.34% $863.97 97.42% ,043.07 98.80% 99.43% • • B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 620 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 5 eNIOTAX SERVICE,LLC • ROCK PRAIRIE MGT DIST NO. 2 FOR THE PERIOD ENDING 03/22/2024 PLEDGED SECURITIES REPORT SECURITES PLEDGED AT 105% OVER FDIC INSURED $250,000 COLLATERAL SECURITY AGREEMENT ON FILE : YES TAX BANK ACCOUNT HELD AT: WELLS FARGO / BANK OF NEW YORK MELLON COLLATERAL SECURITY REQUIRED: $ 557,556.85 TYPE OF PLEDGED INVESTMENT: 01BZMG IN COMPLIANCE W/ DISTRICT INVESTMENT POLICY: YES iv II B A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY SUITE 620 HOUSTON, TX 77040 MAIN 713-900-2680 FAX 713-900-2685 PS STATE OF TEXAS § COUNTY OF BRAZOS § Avik Bonnerjee, being duly sworn, says that he is the Tax Assessor -Collector for the above named District and the foregoing contains a true and correct report accounting for all taxes collected for said District during the month therein stated. Avik Bonnerjee, RTA SWORN TO AND SUBSCRIBED BEFORE ME, this 1st day of April 2024. REBECCA BREWE My Notary 117 # 1258819 Expires March 1, 2028 ecca Brewer ary Public, State of Texas Notary ID #1258819 My Commission Expires March 1, 2028 ROCK PRAIRIE MANAGEMENT DISTRICT 2 FOR THE PERIOD ENDING 3/31/2024 CE,LLC TAX YEAR M & O RATE PERCENTAGE 2023 0.180000 36.00% 2022 0.120000 24.00% 2021 0.170000 34.00% 2020 0.500000 100% 2019 0.500000 100% 2018 0.500000 2017 0.500000 100% (DATE: 04/01/24 PAID CHECK# (cZ'1i 100% INV MAINTENANCE & OPERATING COLLECTIONS $20,422.12 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 PENALTIES & INTEREST $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 LESS CORRECTION ROLLS LESS REVERSALS ($110.34) $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 0.00 TRANSFER $7,312.24 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 LESS $0.-- 1 $9.00 $7,31 24 • B & A MUNICIPAL TAX SERVICE, LLC 13333 NORTHWEST FREEWAY, STE 505 HOUSTON, TX 77040 MAIN 713-900-2680 TOLL FREE 1-888-598-7409 1 2023 TAX RECEIPT ROCK PRAIRIE MANAGEMENT DISTRICT 2 AVIK BONNERJEE, TAX ASSESSOR/COLLECTOR 13333 NORTHWEST FREEWAY, SUITE 620 HOUSTON, TX 77040 Hours: MON - THU 8 - 4 FI WX.0 Web: WW.BAMUNITA Owner Name and Address Phone: 713-900-2680 Fax: 713-900-2685 SHOLARAJU ARJUN VYAZ & LEKHAPRIYA DHEERAJ KASHYAP 1124 AMISTAD LOOP COLLEGE STATION, TX 77845-2706 **RETURN SERVICE REQUESTED** Appraised Values Homestead Adj. Improvement HS Land HS 100% Assessed Value Taxing Unit ROCK PRAIRIE MD NO. 2 40 Property Information -10,672 MIDTOWN RESERVE PH 200, BLOCK 17, LOT 12, ACRES 250,978 101 55,000 295,306 Acreage: 0.10100 AMISTAD LOOP IF YOU ARE 65 YEARS OF AGE OR OLDER OR ARE DISABLED AND THE PROPERTY DESCRIBED IN THIS DOCUMENT IS YOUR RESIDENCE HOMESTEAD, YOU SHOULD CONTACT THE APPRAISAL DISTRICT REGARDING ANY ENTITLEMENT YOU MAY HAVE TO A POSTPONEMENT IN THE PAYMENT OF THESE TAXES. • Service Address Less Exemptions • Payment Due Before Date Payment Paid By 01/04/2024 1,529.89 CORELOGIC 03/22/2024 0.00 SHOLARAJU ARJUN VYAZ & LEKHAPRIYA CORRECTION ROLL - # TAX YEAR: ana Taxable Value • • Jur No Stmt Date MD2 4/3/2024 Account No TAXES ARE Dc.IE UPON RECEIPT. TAXES WILL BECOME DELINQUENT AFTER April 30, 2024. PAYMENT MUST BE POSTMARKED BEFORE DELINQUENT DATE TO AVOID ADDITIONAL PENALTIES AND INTEREST. Taxes that remain delinquent on July 02, 2024 will incur an additional penalty to defray costs of collection per Section 33.07,33.08 and/or 33.11 of the Texas Property Tax Code. Delinquent Date Receipt No 5/1/2024 304 41380020170120 Please contact the Appraisal District concerning any corrections in appraised value, ownership, address changes or any application for exemptions. Brazos County Appraisal District www.brazoscad.org 979-774-4100 Year Appraised I2023 305,978 I2022 268,460 12021 60,648 Al2020 5,000 i N/A N/A N/A N/A Comparisons of the last six (6) tax years Taxes 1,476.53 1,342.30 303.24 125.00 N/A N/A N/A I N/A Taxable 295,306 268,460 60,648 25,000 Rate 0.500000 0.500000 0.500000 0.500000 % Change between 2023 and 2020 1,123,91% 11,081.22% I 0.00% 11,081.22°/ Tax Rate Tax Levy 6 0.5S I.00 per $ 53 % Change 10.00%1 342.65%1 142.59%1 N/A1 N/A I N/A I Current Taxes Due CAD Taxes Paid Penalties Paid P & I Paid Atty Fee Paid 1,529.89 0.00 0.00 0.00 -53.36 / 0.00 0.00 0.00 1,476.53 Other Paid Total Payment 0.00 1,529,89 0.00 0.00 poc 4 004 1A14 2023 Paid in Full Total Paid 1,529.89 2023 TAX RECEIPT ROCK PRAIRIE MANAGEMENT DISTRICT 2 AVIK BONNERJEE, TAX ASSESSOR/COLLECTOR 13333 NORTHWEST FREEWAY, SUITE 620 HOUSTON, TX 77040 Hours: MON - THU 8 - 4 FRI 8 - 12 Web: WWW.BAMUNITAX.COM Owner Name and Address GOWDA VISHRUTH & SHAIFALI MATHUR 1122 AMISTAD LOOP COLLEGE STATION, TX 77845 "*RETURN SERVICE REQUESTED"" Appraised Values Homestead Adj. Improvement HS Land HS 100% Assessed Value Taxing Unit ROCK PRAIRIE MD NO. 2 Phone: 713-900-2680 Fax: 713-900-2685 Jur No MD2 Account No Stmt Date I Delinquent Date 4/3/2024 I 5/1/2024 Receipt No 305 41380020170130 TAXES ARE DUE UPON RECEIPT. TAXES WILL BECOME DELINQUENT AFTER April 30, 2024. PAYMENT MUST BE POSTMARKED BEFORE DELINQUENT DATE TO AVOID ADDITIONAL PENALTIES AND INTEREST. Taxes that remain delinquent on July 02, 2024 will incur an additional penalty to defray costs of collection per Section 33.07,33.08 and/or 33.11 of the Texas Property Tax Code. Please contact the Appraisal District concerning any corrections in appraised value, ownership, address changes or any application for exemptions. Brazos County Appraisal District www.brazoscad.org 979-774-4100 Property Information Comparisons of the last six (6) tax years -11,397 MIDTOWN RESERVE PH 200, BLOCK 17, LOT 13, ACRES Year Appraised Taxable Rate Taxes % Change 236,549 101 2023 291,549 280,152 0.500000 1,400.76 10.00% 55,000 2022 254,684 254,684 0.500000 1,273.42 336.36% 2021 58,366 58,366 0.500000 291.83 133.46% A Al 2020 25,000 25,000 0.500000 125.00 N/A Service Address 1 N/A N/A NIA N/A N/A N/A 1 N/A N/A N/A N/A N/A N/A I % Change between 2023 and 2020 280,152 1,066.20% 11,020.61% I 0.00% 11,020.61% AMISTAD LOOP Less Exemptions • Se IF YOU ARE 65 YEARS OF AGE OR OLDER OR ARE DISABLED AND THE PROPERTY DESCRIBED IN THIS DOCUMENT IS YOUR RESIDENCE HOMESTEAD, YOU SHOULD CONTACT THE APPRAISAL DISTRICT REGARDING ANY ENTITLEMENT YOU MAY HAVE TO A POSTPONEMENT IN THE PAYMENT OF THESE TAXES. Payment Due Before Date Payment Paid By 01/04/2024 1,457.74 CORELOGIC 03/22/2024 0.00 GOWDA VISHRUTH & SHAIFALI MATHUR CORRECTION ROLL - # 3 TAX YEAR: • • Taxable Value Tax Rate Tax Levy 280,152 0.500000 per $100 1,400.76 Current Taxes Due 1,400.761 CAD Taxes Paid Penalties Paid P & I Paid Atty Fee Paid 1,457.74 0.00 0.00 0.00 -56.98 ;J 0.00 0.00 0.00 Other Paid Total Payment 0.00 1,457.74 0.00 0.00 Pit .01.07,4 C)C lab 2023 Paid in Full Total Paid 1,457.74 ERVICE, LLC Bill To Rock Prairie Management District No. 2 B&A Municipal Tax Service LLC 13333 Northwest Freeway Suite 620 Houston TX 77040 Invoice Date Invoice # 4/1/2024 MD2-217 Description Unit Count Rate Amount Avik Bonnerjee, RTA - Tax Assessor Collector Fee April 824.90 824.90 2024 2023 Additional Unit Count Invoiced 2024 51 0.90 45.90 Thank you for your business. Total $870.80 TA L/ N. - ex_ /A16 13333 Northwest Freeway, Suite 620 • Houston, TX 77040 • PH:713-900-2680 ■ www.bamunitax.com MUNICIPAL TAX SERVICE, LLC Bill To Rock Prairie Management District No. 2 B&A Municipal Tax Service LLC 13333 Northwest Freeway Suite 620 Houston TX 77040 Invoice Date Invoice # 4/1/2024 MD2-218 Description Unit Count Rate Amount Copies Postage, Mailing, and Handling (4) Statement Mailing and Handling: DMR - Business Personal Property Records Retention Preparation of Delq. Atty. Electronic Files Meeting Travel Time/Mileage/Time (February 2024) Thank you for your business. 236 0.20 3.44 1.48 1.63 15.00 532.56 47.20 3.44 1.48 1.63 15.00 532.56 Total $601.31 ,Pa( 4-.131,4 a. P 1 13333 Northwest Freeway, Suite 620 • Houston, TX 77040 • PH:713-900-2680 ■ www.bamunitax.com EXHIBIT "G" RESOLUTION AUTHORIZING AN ADDITIONAL PENALTY ON DELINQUENT REAL PROPERTY TAXES WHEREAS, the Board of Directors of Rock Prairie Management District No. 2 (the "District") is desirous of defraying the costs of collection of delinquent taxes; and WHEREAS, the District has contracted with an attorney for collection of delinquent taxes as set forth in Section 6.30 of V.T.C.A. Tax Code, as amended ("Tax Code"); and WHEREAS, Section 33.07 of the Tax Code, as amended, provides that, if the District has contracted with an attorney under Section 6.30 of the Tax Code, as amended, for collection of the District's delinquent taxes, the District may impose an additional penalty not to exceed the amount of the compensation specified in the contract with the attorney to be paid in connection with the collection of the delinquent taxes on taxes that become delinquent on or after February 1 of a year but not later than May 1 of that year and that remain delinquent on July 1 of the year in which they become delinquent; and WHEREAS, Section 33.08 of the Tax Code, as amended, provides that if the District imposes the additional penalty for collection costs under Section 33.07 of the Tax Code, as amended, and has contracted with an attorney under Section 6.30 of the Tax Code, as amended, for collection of the District's delinquent taxes, the District may impose an additional penalty not to exceed the amount of the compensation specified in the contract with the attorney to be paid in connection with the collection of the delinquent taxes on taxes that become delinquent on or after June 1 of a year; and WHEREAS, said Section 6.30 provides that said compensation shall not exceed twenty percent (20%) of the amount of delinquent tax, penalty and interest collected. Therefore, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 THAT: Section 1. The District has entered into a contract with an attorney pursuant to Section 6.30 of the Texas Tax Code, as amended, for the collection of delinquent taxes, penalty and interest. Section 2. District taxes that become delinquent on or after February 1 of a year but not later than May 1 of that year and that remain delinquent on July 1 of the year in which such taxes become delinquent shall incur an additional penalty of twenty percent (20%) on the amount of such taxes, penalty and interest to defray the costs of collection of said delinquent taxes, in accordance with Section 33.07 of the Tax Code, as amended. Section 3. District taxes that become delinquent on or after June 1 of a year shall incur an additional penalty of twenty percent (20%) of the amount of such taxes, penalty and interest on the first day of the first month that begins at least twenty-one (21) days after the date the notice of delinquency and penalty are sent, in accordance with Section 33.08 of the Tax Code, as amended. Section 4. The District's tax collector shall deliver a notice of delinquency and of the penalty imposed pursuant to Section 2 above to the property owner at least thirty (30) and not more than sixty (60) days before July 1. Section 5. The District's tax collector shall deliver a notice of delinquency and of the penalty imposed pursuant to Section 3 above to the property owner. Section 6. Notwithstanding any provision in this Resolution to the contrary, the additional penalty imposed hereunder shall not apply to delinquent personal property taxes which have incurred an additional penalty pursuant to that certain Resolution Authorizing An Additional Penalty on Delinquent Personal Property Taxes passed and approved by the District on the l 1 th day of January, 2024. PASSED AND ADOPTED this the 1 lth day of April, 2024. ATTEST: By: Secr„ oarf Directors • =f--. li/d3W 3i3NN 0 -2- ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 • By: President, Board of 1 1-�ors • 486623-13 EXHIBIT "H" EHRA ENGINEERING THE FUTURE SINCE 1936 ROCK PRAIRIE MANAGEMENT DISTRICT NO. 2 ENGINEERING REPORT APRIL 2024 Engineering Report, including: TBPENo.F726 TBPLS No.10092300 a. Authorize the design and/or advertisement of bids for construction of facilities within the District and approval of related storm water plans, including: 1. Status of design of Preliminary Plan for Midtown City Center, Phase 406A & 406B The Design Engineer is the design phase for construction documents. Board Action: None b. Authorize the award of or concurrence in award of contracts for the construction of facilities within the District, authorizing acceptance of Texas Ethics Commissions ("TEC") Form 1295, and approval of any storm water permits. 1. The Contract for Midtown Reserve Subdivision Phase 110 was awarded to Greens Prairie Investors, Ltd. In the amount of $1,615,486.50. The Design Engineer issued the Notice to Proceed dated February 12, 2024. Board Action: None c. Status of construction of facilities to serve land within the District, including the approval of any pay estimates and change orders and authorize acceptance of TEC Form 1295, including: 1. Midtown City Center, Phase 404A by Terra Bella Construction, LLC. Pay Request No. Seven and Final was received and processed in the amount of $29,992.99. Board Action: Approve the Pay Request 2. Midtown Subdivision, Phase 110 by Greens Prairie Investors, Ltd Pay Request No. One was received and processed in the amount of $725,274.00. Board Action: Approve the Pay Request ESIGNING COMMUNITIES • ENGINEERING THE FUTURE www.EHRAinc.com Rock Prairie Management District No. 2 April 2024 Page 2 3. Midtown Subdivision, Phase 111 by Greens Prairie Investors, LLC. Pay Request No. Two was received and processed for $126,283.63. Board Action: Approve the Pay Request d. Acceptance of site and/or easement conveyances for facilities constructed or to be constructed for the District, and acceptance of facilities for operation and maintenance purposes: e. Status of acceptance by the City of College Station, Texas for maintenance of streets. EHRA EHRA Engineering 110011 Meadowglen Lane I Houston, Texas 77042 I t 713.784.4500 I f 713.784.4577 THE FUTURE SINCE 1936 EXHIBIT "I" �vtUNICIPAL ISk MANAGEMENT GROUP, LLC ISK MANAGEMENT LLC February 3, 2024 Rock Prairie Management District No. 2 c/o Schwartz, Page & Harding, L.L.P. 1300 Post Oak Boulevard, Suite 2400 Houston, TX 77056 Dear Board of Directors: Listed below are the tax-exempt debt issues that Municipal Risk Management Group, LLC was asked by the Board to determine if any of the debt issues listed below may be subject to arbitrage rebate and/or yield restriction regulations, and to provide recommendations about performing an Arbitrage Rebate or Yield Restriction Report as determined by the IRS and your Attorney. As a review, arbitrage rebate payments are required to be submitted to the Internal Revenue Service Department of the US Treasury not less often than every fifth anniversary date of the delivery of the debt and within 60 days following the final maturity of the debt issue, or on such other dates required or permitted by applicable regulations. In addition, to the Arbitrage Rebate Requirements, there is another set of separate and distinct rules known as the Arbitrage Yield Restriction Requirements for Project (capital projects) Funds. Yield Restriction/Yield Reduction for these funds requires certain bond proceeds to be invested at or below the Materially Higher Yield (bond yield + .125%) during certain time periods. A Yield Restriction/Yield Reduction Payment Report is required; if there are any capital projects or acquisition proceeds of the tax-exempt debt remaining after the Temporary Period (normally 3 years after the delivery date) in excess of the minor portion (minor portion; the lesser of $100,000 or 5% of the sale proceeds of the issue), and the return on investment is materially higher than the bond yield. 1281 Brittmoore Road • Houston, TX 77043 • Phone: 713-623-4539 • Fax: 713-629-6859 Control No. 1.00 $2,500,000 Unlimited Tax Road Bonds. Series 2021 Arbitrage Rebate: • Not subject to Arbitrage Rebate because this issue meets the small issuer exception. Yield Restriction Analysis: • Not subject to Yield Restriction because the capital project funds were spent below the minor portion of $100,000 prior to the end of the temporary period (April 13, 2024). The construction funds for this issue have been fully spent and no further action is required. Control No, 2.00 $2,500,000 Unlimited Tax Road Bonds. Series 2022 Arbitrage Rebate: • Not subject to Arbitrage Rebate because this issue meets the small issuer exception. Yield Restriction Analysis: • Not subject to Yield Restriction because the capital project funds were spent below the minor portion of $100,000 prior to the end of the temporary period (October 14, 2025). The construction funds for this issue have been fully spent and no further action is required. 2 Control No. 3.00 $1.75.000 Unlimited Tax Road Bonds. Series 2023 Arbitrage Rebate: • Not subject to Arbitrage Rebate because this issue meets the small issuer exception. Yield Restriction Analysis: • Not subject to Yield Restriction because the capital project funds were spent below the minor portion of $87,500 prior to the end of the temporary period June 7, 2026). The construction funds for this issue have been fully spent and no further action is required. Sincerely, Cory Burton Municipal Risk Management Group, LLC 3