stoneybrook at venice community development...

STONEYBROOK AT VENICE COMMUNITY DEVELOPMENT DISTRICT

AGENDA May 2, 2013

Board of Supervisor’s

Anthony Burdett, Chairman

William Riley, Vice Chairman Warren Davis, Assistant Secretary

Matthew Morris, Assistant Secretary Jason Hamilton, Assistant Secretary

Phone: 954-658-4900 E-mail: [email protected]

James P. Ward District Manager

513 Northeast 13th Avenue Fort Lauderdale, Florida 33301

BOARD OF SUPERVISOR’S

CDD



513 NORTHEAST 13TH AVENUE FORT LAUDERDALE, FL 33301 PHONE (954) 658-4900 E-MAIL [email protected] CDD

April 25, 2013 Board of Supervisors Stoneybrook at Venice Community Development District Dear Board Members: The Regular Meeting of the Board of Supervisors of the Stoneybrook at Venice Community Development District will be held on Thursday, May 2, 2013 at 12:00 P.M. at the Stoneybrook Activity Center, 2365 Estuary Drive, Venice, Florida 34292.

1. Call to Order & Roll Call

2. Consideration of Minutes

a) September 6, 2012 Regular Meeting 3. Consideration of Resolution 2013-1 removing the Bank of New York as trustee under that certain

master trust indenture dated November 1, 2007 as amended and supplemented by the first supplemental trust indenture, dated as of November 1, 2007, each from the District to the original trust, under and pursuant to the terms of Section 612 of the master indenture, which authorized such removal upon application of the District and authorized and required the simultaneous appointment of a successor thereto which is hereby named.

4. Consideration of Resolution 2013-2 Approving the Proposed Budget for Fiscal Year 2014 and Setting a Public Hearing for Thursday, September 5, 2013 on the Proposed Budget.

5. Consideration of acceptance of the Audited Financial Statements for the Fiscal Year ended

September 30, 2012. 6. Staff Reports

a) Attorney b) Engineer c) Manager

7. Supervisor’s Requests and Audience Comments

8. Adjournment

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513 NORTHEAST 13TH AVENUE FORT LAUDERDALE, FL 33301 PHONE (954) 658-4900 E-MAIL [email protected] CDD

The second item of business is consideration of the minutes from the September 6, 2012 Regular Meeting. The third order of business is consideration of Resolution 2013-1 removing Bank of New York (BNY) as trustee of the District’s Series 2007 Bond Issue and replacing the BNY with either US Bank or Wells Fargo Bank, and the proposals from each bank is enclosed. The current fee paid to BNY is $2,900.00 per year, and US Bank has proposed a fee of $2,600.00 per year and Wells Fargo has proposed a fee of $3,500.00 per year. The fourth order of business is two (2) required Public Hearings to consider the adoption of the District’s Fiscal Year 2013 Budget, Assessments, and General Fund Special Assessment. The first Public Hearing deals with the adoption of the Fiscal Year 2013 Budget, which includes both the General Fund operations and the Debt Service Fund for the Series 2007 Bonds. In the way of background, the Board approved the Fiscal Year 2013 Budget at the June 7, 2012 meeting, solely for the purpose of permitting the District to move through the process towards this hearing to adopt the Budget and set the final assessment rates for the ensuing Fiscal Year. The fifth order of business is the acceptance of the Audited Financial Statements for the year ended September 30, 2012, and a representative of Carr, Riggs & Ingram will be available by phone to make a presentation to the Board and answer any questions. The balance of the Agenda is standard in nature and I look forward to seeing you at the meeting, and if you have any questions and/or comments, please do not hesitate to contact me directly at (954) 658-4900. Yours sincerely, Stoneybrook at Venice Community Development District James P. Ward District Manager enclosure

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MINUTES OF MEETING STONEYBROOK AT VENICE

COMMUNITY DEVELOPMENT DISTRICT

The Regular Board Meeting of the Stoneybrook at Venice Community Development

District’s Board of Supervisors was held on Thursday, September 6, 2012, at 12:00 p.m., at

the Stoneybrook Activity Center, 2365 Estuary Drive, Venice, Florida 34292.

Present and constituting a quorum were:

Anthony Burdett Chairman William Riley Vice Chairman Warren Davis Assistant Secretary

Also present were:


Residents:

Claire Geary Dan Minnick David Geary Albert Mount Bill Hardman

FIRST ORDER OF BUSINESS Call to Order/Roll Call Mr. Ward called the meeting to order at 12:05 p.m. and announced that all Board

members were present at roll call with the exception of Supervisors Hamilton and Morris.

SECOND ORDER OF BUSINESS Consideration of Minutes

a) June 7, 2012, Regular Meeting

Mr. Ward stated you’ve all been previously distributed a copy. If there are any

additions, corrections or deletions, it would be appropriate at this time to so indicate.

Otherwise, a motion for their approval would be in order.

Mr. Davis stated I do have one question. I missed the last meeting and looking at the

minutes and saw that there’s a possibility of establishing a website for the community.

Mr. Ward stated yes, in the budget is included funds to establish a website for you,

because there are some new requirements that proposed budgets, approved budgets, etc.

get put on a public website. Well, we don’t have one. The only other one is the County’s, so,

STONEYBROOK AT VENICE September 6, 2012

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by law, we’ve actually transmitted that to them and ask them to put it up there, but I don’t

have any clue whether they will or they won’t do it, but it is in there for that purpose. Any

other questions on the minutes? If you’ve got a question on that, we’ll get to that in the

budget issue.

On MOTION by Mr. Davis and seconded by Mr. Riley, with all in favor of approving the June 7, 2012, regular meeting minutes.

THIRD ORDER OF BUSINESS Public Hearings Mr. Ward stated the third item is in two parts. It’s the consideration of your budget

for Fiscal Year 2013 and then, secondarily, the resolution to impose the special

assessments, adopt an assessment roll, and the methodology that goes along with that.

The budget that you have in front of you today has not changed since it has been presented

to you. I believe we did this at our May Board meeting.

a) FISCAL YEAR 2013 BUDGET

Mr. Ward stated just briefly, there are two funds to this District, the General Fund,

which covers the administrative assessment; the rate for Fiscal Year 2013 is proposed at

$76.88 per unit per year, that is down just slightly from $77.34 per unit per year. The only

real change in here is that there are some funds included to establish a website if we can

and want to do that for Fiscal Year 2013 for the purpose of being able to post some of the

public records that we have for the District, most notably the proposed and adopted budget

and audits and things of that nature as they become available.

I. Public Comment and Testimony

Mr. Ward stated with that, Mr. Chairman, this is a public hearing and I would

recommend to you a motion to go ahead and open your public hearing for any public

comment and testimony.


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On MOTION by Mr. Burdett and seconded by Mr. Davis, with all in favor of opening the discussion for public comment and testimony.

Mr. Ward stated this is the public comment and testimony section. Are there any

questions or comments from the public on the proposed Fiscal Year 2013 Budget?

Mr. Minnick stated to the earlier point, just curious, the website. I’m guessing there’s

some initial cost and then there’s some maintenance cost. Can you just ballpark those.

Mr. Ward stated for the record, that was Mr. Minnick. I believe I included roughly

$3,000, maybe slightly more than that for the whole year for the website. I have no clue

whether that is enough or not enough, but I thought we would try to see how far we could get

with those funds for Fiscal Year 2013.

Mr. Minnick stated so this would include someone having to build it.

Mr. Ward stated correct.

Mr. Minnick stated then maybe after that it would be fairly minimal.

Mr. Ward stated that’s my understanding of that, but I’m not the website guy.

Mr. Minnick stated I know, I’m not either, but the cost for building it is kind of a

chunk, then after that it’s $40, $50 a month I think.

Mr. Ward stated I have a number of my CDDs that will probably be doing this, so I

assume we’ll be able to get some savings by doing them all at the same time.

Mr. Minnick stated excellent; they’ll all look alike, smell alike and cost a little bit.

Mr. Ward stated so let it be written. Any other questions from the public?

Mr. Hardeman asked who is telling us we have to spend $3,000? Why?

Mr. Ward stated you don’t have to do anything you don’t want to.

Mr. Hardeman stated then we shouldn’t do it.

Mr. Ward stated the answer to your questions is there are some new requirements

under the statute that the District publish its proposed budget, adopted budget, and I think

audits are now required to be done. If the local government doesn’t have a public website,

we send them to the County, and they are supposed to publish them, but I can’t tell you

whether they will or they won’t, and we have no way of proving it. So I included in this year’s

budget a little bit of money, like I said roughly $3,000, in order to be able to start to publish

some of the District’s public records.


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Many times you find that residents do like to have access to minutes and

agreements, and agenda packages and budgets and audits and things of that nature. It

tends to be a good opportunity do that and, hopefully, we can get it done for those kinds of

funds.

Mr. Hardeman stated Lennar or the community has a website now. Why can’t you

use that.

Mr. Ward stated it doesn’t meet the statutory requirement for a public website. It’s

not a local government’s website.

Mr. Hardeman stated just spend the money.

Mr. Burdett stated no, we’re going to budget for it; doesn’t mean we’re going to

spend it.

Mr. Hardeman asked well, we’re spending it, aren’t we?

Mr. Burdett stated so what has to happen is if Sarasota will do what we need them to

do to fulfill the requirements, and that’s one thing. The District having its own website will

enable us to have all these other items available at your finger tips, versus having to request

them from the District Manager. These are the things; nothing has been finalized. As Jim

was saying, it’s simply a budget number at this point.

Mr. Davis stated I noticed that one of the biggest concerns, complaints or issues that

the community has brought is an explanation of how to get access to information, how do we

find out about meetings, that kind of thing. That has been brought up meeting after

meeting. We didn’t know, and this will be a one-stop shop to get all the information that you

need for upcoming meetings and information that’s going to be passed out.

Mr. Ward stated the community website, just to add to that a little a bit, they can add

a link to their website to go to the CDD’s and provide a little more access to the District’s

records and a little more accountability from the Board to the residents in terms of what it

does on a yearly basis. I’ve generally found them to be useful tools for residents. Mr.

Minnick.

Mr. Minnick stated to compliment your good response to Bill’s question, $3,000

seems like a lot of money, but if at the next meeting you could have a determination of

what’s the frontload cost, and then the annual cost. I’m guessing that annual cost would be

far much less than what the startup is.


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Mr. Ward stated yes.

Mr. Minnick stated if you want to (Inaudible 7:44) maybe it would be more

meaningful to Mr. Hardman as opposed to this $3,000 a year. I’m making any sense?

Mr. Burdett stated yes, making perfect sense.

Mr. Ward asked any other questions from the public? A motion to close your public

hearing would be in order.

On MOTION by Mr. Burdett and seconded by Mr. Davis, with all in favor of closing the discussion for public comment and testimony.

II. Board Comment and Consideration

No discussion.

III. Consideration of Resolution 2012-4 adopting the annual appropriation and budget for Fiscal Year 2013

Mr. Ward stated the final action on this public hearing is the consideration of

Resolution 2012-4, which by title is the annual appropriation resolution of the Stoneybrook

of Venice Community Development District relating to the annual appropriations, and

adopting the budget for the fiscal year beginning October 1, 2012, ending September 30,

2013, providing a severability clause, providing for conflict, and providing for an effective

date. That resolution is in order and recommended for your consideration.

On MOTION by Mr. Burdett and seconded by Mr. Davis, with all in favor of approving Resolution 2012-4 as presented.

b) FISCAL YEAR 2013 IMPOSING SPECIAL ASSESSMENTS; ADOPTING AN ASSESSMENT ROLL AND APPROVING THE GENERAL FUND SPECIAL ASSESSMENT METHODOLOGY

Mr. Ward stated the second portion of this is actually the second public hearing,

which levies or imposes the special assessment on the community. All this resolution really

does is levy the assessment that I indicated to you a minute ago during the public hearing

process. We’re required to do this as a separate public hearing under the statute.


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I. Public Comment and Testimony

Mr. Ward stated I’ll ask that you go ahead and, by motion, open your public hearing

for any public comment or testimony.

On MOTION by Mr. Burdett and seconded by Mr. Riley, with all in favor of opening the discussion for public comment and testimony.

Mr. Ward asked are there any public comments or questions related to the

imposition of the assessment itself.

Mr. Minnick stated I apologize, I think I missed the first part, what’s the amount, what

are we assessing or was this creating a procedure?

Mr. Ward stated for the record, that’s Mr. Minnick. This is imposing the actual

assessment for the Debt Service Fund and the General Fund. The general fund assessment

is $76.88, as I indicated during the budget process. This is the legal process the Board

goes though to impose that.

Mr. Minnick asked so it isn’t a special assessment, it would be an ongoing

assessment?

Mr. Ward stated it’s called a special assessment, but it’s an ongoing special

assessment. We levy every year, so we just have to go through this process to do that.

Mr. Minnick stated my apologies.

Mr. Ward stated okay.

Mr. Davis stated in addition, it actually went down from the $77.34 to $76.88.

Mr. Minnick stated I’ll take it, thank you.

Mr. Ward asked any other comments from the public, questions? Hearing none, a

motion to close your public hearing would be in order.

On MOTION by Mr. Burdett and seconded by Mr. Davis, with all in favor of closing the discussion for public comment and testimony.


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II. Board Comment and Consideration

No discussion.

III. Consideration of Resolution 2012-5 imposing special assessments, adopting an assessment roll and approving the General Fund special assessment methodology

Mr. Ward stated that resolution is order and recommended for your consideration.

On MOTION by Mr. Burdett and seconded by Mr. Davis with all in favor of approving Resolution 2012-5.

FOURTH ORDER OF BUSINESS Consideration of Resolution 2012-6 designating the date, time and location for regular meetings of the Board of Supervisors of the District for Fiscal Year 2013

Mr. Ward stated the statute requires the Board to adopt a resolution to the extent

that you have an ongoing regular meeting date, time and location. Pursuant to this

resolution, it’s the first Thursday of each month in Fiscal Year 2013 except for the month of

July, which is the second Thursday of the month. July Fourth is a holiday. It’s set for 12

o’clock here at the Stoneybrook Activity Center, at 2365 Estuary Drive, Venice, Florida. As

we do each year, I suspect we’ll probably pear that down to three, maybe four meetings

during the year to deal with your budget and any other things that may come up. That

resolution is in order and recommended for your consideration.

Mr. Davis stated I would like to add that we’ve had meetings where we’ve had to try

to adjust the meetings to different times. We have had it noon, typically, to try to increase

attendance; we’ve got about the same attendance, so we’ve kind of stuck with noon,

because that’s just been the most convenient time for everybody involved. But we have

tried different times, and it hasn’t changed the number of people that attend.

Mr. Minnick asked have you tried offering pizza?

Mr. Burdett stated we’d have to raise the assessments.

Mr. Ward asked any further discussion?


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On MOTION by Mr. Burdett and seconded by Mr. Davis with all in favor of approving Resolution 2012-6.

FIFTH ORDER OF BUSINESS Consideration of Resolution 2012-7

relating to the terms of office of the Board of Supervisors to comply with the District’s State Charter to change Board elections to even numbered years pursuant to Chapter 190.005 (2)(C)

Mr. Ward stated I put a relatively lengthy explanation in your agenda index as to what

is required here. The law requires those Districts which were established in odd number

years, and which this District was established in February of 2007, to transition that to an

even numbered year. The reason for that is that general elections in Florida are always held

in November of even numbered years. The threshold for the District to transition to what’s

called a qualified elected based election, which is where residents, people who live within

the community and are registered to vote here in Sarasota County may vote for the

members of the Board.

You have met one of those thresholds, which is the number of qualified electors. You

have not met the second threshold, which is six years from the state of establishment. The

statute requires you to transition this to an even year, and you can do that either by

shortening or lengthening the term of office. I recommended that in 2012 that you go

ahead and extend it to 2014. If we would have waited, it might have been able to go out to

2016, but it’s probably not reasonable to do that at this point in time.

This resolution transitions the Board to an even numbered year election cycle, and

that will happen again in November 2014, and then every two years thereafter, and those

individuals elected then will be on the ballot of the Supervisor of Elections here in Sarasota

County. If you have any questions, I’d be glad to answer them for you.

Mr. Davis asked from the community standpoint, that affects Anthony Burdett,

myself, Warren Davis, and Matthew Morris. This would have been our final year, but as a

result of this resolution, it will extend our term for another year.

Mr. Ward stated for one year, right.

Mr. Davis asked November 2014?


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Mr. Ward stated right.

Mr. Burdett asked did everybody understand what Jim was saying? What happens

then is we go from a landowner election to where you elect the Board at a general election

when you vote for all the other referendums in the County that you live in. The voting for the

community is actually done here in the community center, so you’ll come in, and rather than

the District doing a special mailing for everybody to vote, as we did with landowner elections,

you actually do it when you come to vote for everything else within the County.

Mr. Hardeman asked who could vote; anybody in the County can vote for these?

Mr. Burdett stated no, only people who live within the District boundaries for the

Board members.

Mr. Hardeman asked how do you know? You come in and register, they give you a

form and you go vote.

Mr. Burdett stated right, this is the polling place where you’ll vote for those members.

Mr. Davis stated other polling places you won’t be able to vote, because they won’t

have the names on there at the polling place.

Mr. Burdett stated right, when you go in to vote, only people that live within the

boundaries will be able to vote on these four positions. Since this is a polling place, and it’s

only for the District boundaries here, everybody that comes to Stoneybrook to vote is going

to be voting for their CDD Board as well when those seats become available.

Mr. Hardeman stated just like we had in here today, or we’re going to have in

November when we vote.

Mr. Burdett stated right.

Mr. Hardeman asked and the only people that come in here from Stoneybrook is all

here?

Mr. Burdett stated correct.

Mr. Hardeman stated we used to go down to the church down there.

Mr. Davis stated right.

Mr. Burdett stated right, and the Supervisor of Elections requested that we use this

as a polling place for the residents of Stoneybrook and Stoneywood Cove.

Mr. Hardeman stated and just for Stoneybrook?


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Mr. Burdett stated right, and we agreed to that, so only residents that live in

Stoneybrook and Stoneywood Cove will vote here; this is your precinct or your polling station.

Mr. Hardeman stated okay, thank you.

Mr. Ward asked any other questions from the Board, from the audience? As long as

you’re comfortable with this, a motion to adopt Resolution 2012-7 would be in order.

On MOTION by Mr. Burdett and seconded by Mr. Riley with all in favor of approving Resolution 2012-7.

SIXTH ORDER OF BUSINESS Staff Reports

a. Attorney

There being no report, the next item followed.

b. Engineer

There being no report, the next item followed.

c. Manager

Mr. Ward stated I don’t have anything for you at this point in time.

SEVENTH ORDER OF BUSINESS Supervisor’s Requests and Audience

Comments

Mr. Ward asked anything from the Board? Any comments from the audience?

SEVENTH ORDER OF BUSINESS Adjournment

Mr. Ward stated a motion to adjourn would be in order.

On MOTION by Mr. Burdett and seconded by Mr. Riley with all in favor of adjourning at 12:24 p.m.

_________________________________ ______________________________ James P. Ward Secretary Anthony Burdett, Chairman

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RESOLUTION 2013-1

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE STONEYBROOK AT VENICE COMMUNITY DEVELOPMENT DISTRICT (THE “DISTRICT”) REMOVING THE BANK OF NEW YORK TRUST COMPANY, N.A. AS TRUSTEE (THE “ORIGINAL TRUSTEE”) UNDER THAT CERTAIN MASTER TRUST INDENTURE DATED NOVEMBER 1, 2007 (THE “MASTER INDENTURE”), AS AMENDED AND SUPPLEMENTED BY A FIRST SUPPLEMENTAL TRUST INDENTURE, DATED AS OF NOVEMBER 1, 2007, EACH FROM THE DISTRICT TO THE ORIGINAL TRUSTEE, UNDER AND PURSUANT TO THE TERMS OF SECTION 612 OF THE MASTER INDENTURE, WHICH AUTHORIZES SUCH REMOVAL UPON APPLICATION OF THE DISTRICT AND AUTHORIZES AND REQUIRES THE SIMULTANEOUS APPOINTMENT OF A SUCCESSOR THERETO WHICH IS HEREBY NAMED AS [NEW TRUSTEE NAME].

WHEREAS, Stoneybrook at Venice Community Development has heretofore executed and delivered that certain Master Trust Indenture dated November 1, 2007 (the “Master Indenture”), as amended and supplemented by a First Supplemental Trust Indenture, dated as of November 1, 2007 (the “Supplemental Indenture”), each from the District to the Bank of New York Trust Company, N.A. as trustee (The “Original Trustee”); and

WHEREAS, Section 612 of the Master Indenture provides, in part, “[a]ny Trustee hereunder may be removed at any time by an instrument appointing a successor to the Trustee so removed, upon application of the District; provided, however, that if an Event of Default has occurred hereunder and is continuing with respect to a Series of Bonds, then the Trustee hereunder may be removed only by an instrument appointing a successor to the Trustee so removed executed by the Owners of a majority in aggregate principal amount of all Bonds Outstanding of the Series as to which Event of Default exists and filed with the Trustee and the District;” and

WHEREAS, no Event of Default has occurred and is continuing under the Master Indenture or the Supplemental Indenture; and

WHEREAS, the Board of Supervisors of the District finds and determines that it is in the best interest of the District to replace the Original Trustee with [New Trustee], [Description of New Trustee] (the “Replacement Trustee”) and the Replacement Trustee is willing to accept such trusts;

NOW THEREFORE,

1. Replacement and Appointment of Trustee, Registrar and Paying Agent. The Original Trustee is hereby removed as Trustee, Registrar and Paying Agent under the Master Indenture and the Supplemental Indenture to be replaced with the New Trustee, which is hereby appointed as removed as Trustee, Registrar and Paying Agent under the Master Indenture and the Supplemental Indenture of the date hereof and the Original Trustee is hereby authorized and directed to withhold from the Series 2007 Revenue Account in the Revenue Fund held by the Original Trustee, the sum of $[unpaid fees and expenses] which represent the amount agreed upon between the District and the Original Trustee as being the full amount of unpaid fees and expenses of the Original Trustee.

2. Effective Date. This Resolution shall take effect immediately upon its adoption.

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PASSED in Public Session of the Board of Supervisors of Stoneybrook at Venice Community Development District, this __ day of _______, 2013.


Attest:

Secretary Chairman, Board of Supervisors

Corporate Trust Services Schedule of fees to provide successor trustee, registrar, and paying agent services Stoneybrook at Venice Community Development District (Sarasota County, Florida) Capital Improvement Revenue Bonds, Series 2007 Approximate size of issue: $5,750,000

© 2013 Wells Fargo Bank N.A. All rights reserved.

Acceptance fee Waived A one-time fee for our initial review of governing documents, account set-up and customary duties and responsibilities related to the closing. This fee is payable at closing.

Legal counsel fees and expenses None anticipated Wells Fargo does not anticipate hiring outside legal counsel and intends to use internal resources to review the governing documents. Should an eligibility opinion be required of in-house counsel, however, there will be a charge of $1,500. Wells Fargo reserves the right, at its sole discretion, to hire outside counsel if deemed necessary or advisable. Fees and expenses of outside legal counsel will be billed at cost. Should a legal opinion of outside counsel to the trustee be required, there may be an additional charge.

Annual administration fee (per series) 3.5 basis points An annual fee for the trustee, registrar and paying agent duties described in the governing documents; electronic copy trust account statements and requisition processing of two requests per calendar month. Each requisition in excess of two per calendar month will incur a $100 fee. The administration fee is payable annually in advance per series based on principal amount outstanding at time of computation and is not subject to proration in the event of early termination. Minimum annual fee: $3,500

Investment fees Wells Fargo does not charge 12b-1 or sweep fees or asset management fees on funds invested in Wells Fargo Money Market Funds or any other fund offered by our corporate trust department. In addition, there are no transaction fees for up to 24 standard investment transactions per year; each investment transaction in excess of 24 per year will incur a $50 charge. Fees for the set-up, review and maintenance of 1) a Guaranteed Investment Contract shall be $1,500 annually; 2) a Master Repurchase Agreement shall be $1,500 annually; and 3) a Forward Purchase/Delivery Contract shall be $1,500 annually. In addition, should any investment agreement be substituted, collateralized, or amended, additional charges will apply. Fees for non-standard agreements, physical securities or other transactions requiring manual processing, or for the investment of funds held outside the bank will be negotiated separately.

Out-of-pocket expenses At cost Out-of-pocket expenses will be billed at cost at the sole discretion of Wells Fargo.

Extraordinary services Market rate Fees for services not contemplated at the time the governing documents are executed or not specifically covered elsewhere in this schedule will be determined by market rates for such services. These services may include, but are not limited to, arbitrage rebate compliance, requisition processing in excess of two per month, tender agent services, changes to credit facilities, amendments to documents, interim bond calls, rate mode changes, physical bond transfers, rating agency questionnaires, default administration, extraordinary administrative time, and the publication of redemption or other notices. In addition, if all outstanding bonds are defeased or called in full prior to their stated maturity, or Wells Fargo’s engagement is otherwise terminated prior to the stated maturity date, a termination fee may be assessed. If Wells Fargo determines, in its sole discretion, that outside counsel is necessary or advisable in connection with an event of default, forward delivery agreement, investment agreement, mode change, change in credit facility, supplement, amendment or waiver, or similar event, counsel fees and expenses will be billed as incurred.

Corporate Trust Services Schedule of fees to provide successor trustee, registrar, and paying agent services Stoneybrook at Venice Community Development District (Sarasota County, Florida) Capital Improvement Revenue Bonds, Series 2007 Approximate size of issue: $5,750,000

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Assumptions This proposal is based upon the following assumptions with respect to the role(s) of Trustee, Registrar, and Paying Agent. Should any of the assumptions, duties or responsibilities change, we reserve the right to affirm, modify, or rescind this proposal. • Number of funds/accounts: Not more than 10 • Interest rate: Fixed • Frequency of interest payments to holders: Semi annual • Frequency of principal payments to holders: Not more than annually • Investment transactions: Not more than 24 annually Terms and conditions • Should this transaction fail to close through no fault of Wells Fargo Bank, N.A. its acceptance fee, as well as

counsel fees and out-of-pocket expenses incurred by Wells Fargo Bank, N.A., may be due and payable. • Counsel fees and expenses are payable at closing. • Invoices outstanding for over 30 days are subject to a 1.5% per month late payment penalty. • The fees described in this proposal are subject to periodic review and adjustment by Wells Fargo. • Acceptance of the appointment described in this proposal is subject to compliance with the requirements of

the USA Patriot Act of 20o1 described below, Wells Fargo’s satisfactory review of all governing documents, and the execution of the governing documents by all parties.

• This fee proposal is good for 90 days. Important information about opening a new account The USA Patriot Act of 2001 requires financial institutions to obtain, verify and record information to confirm the identity of the individual or entity establishing an account. For entities opening new accounts, we will ask you for documentation that may include annual reports, certified organizational documents, government issued business licenses or partnership agreements.

Accepted by:

Stoneybrook at Venice Community Development District

Signature Printed name Title Date

Submitted by:

Wells Fargo Bank, N.A.

Signature Susan Thorpe Printed name Vice President Title April 17, 2013 Date

RESOLUTION 2013-2

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE STONEYBROOK AT VENICE COMMUNITY DEVELOPMENT DISTRICT APPROVING A PROPOSED BUDGET FOR FISCAL YEAR 2014 AND SETTING A PUBLIC HEARING THEREON PURSUANT TO FLORIDA LAW; PROVIDING A SEVERABILITY CLAUSE; PROVIDING FOR CONFLICT AND PROVIDING FOR AN EFFECTIVE DATE.

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WHEREAS, the District Manager has heretofore prepared and submitted to the Board of Supervisors

of Stoneybrook at Venice Community Development District (the “Board”) prior to June 15, 2013, a proposed Budget for Fiscal Year 2014; and

WHEREAS, the Board has considered the proposed budget and desires approve the Budget and to set

the required public hearing thereon. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF STONEYBROOK AT VENICE COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. That the foregoing whereas clauses are true and correct and incorporated herein as if

written into this Section.

SECTION 2. The proposed Budget prepared and submitted by the District Manager for Fiscal Year 2011 attached hereto as Exhibit A is hereby approved as the basis for conducting a public hearing to adopt said budget.

SECTION 3. A public hearing on said approved budget is hereby declared and set for the following

date, hour and location: DATE: Thursday, September 5, 2013 HOUR: 12:00 P.M. LOCATION: Stoneybrook Activity Center 2365 Estuary Drive Venice, Florida 34292

SECTION 4. The District Manager is hereby directed to submit a copy of the proposed Budget to Saratota County at least 60 days prior to the hearing set above.

SECTION 5. Notice of this public hearing on the budget shall be published in a newspaper of general

circulation in the area of the district once a week for two (2) consecutive weeks, except that the first publication shall not be fewer than 15 days prior to the date of the hearing. The notice shall further contain a designation of the day, time, and place of the public hearing. At the time and place designated in the notice, the Board shall hear all objections to the budget as proposed and may make such changes as the board deems necessary.

SECTION 6. That all Sections or parts of Sections or any Resolutions, Agreements or actions of the

Board of Supervisor’s in conflict are hereby repealed to the extent of such conflict

SECTION 7. The invalidity or unenforceability of any one or more provisions of this Resolution shall not affect the validity or enforceability of the remaining portions of this Resolution, or any part thereof.

SECTION 8. This Resolution shall become effective immediately upon passage.

RESOLUTION 2013-2

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE STONEYBROOK AT VENICE COMMUNITY DEVELOPMENT DISTRICT APPROVING A PROPOSED BUDGET FOR FISCAL YEAR 2014 AND SETTING A PUBLIC HEARING THEREON PURSUANT TO FLORIDA LAW; PROVIDING A SEVERABILITY CLAUSE; PROVIDING FOR CONFLICT AND PROVIDING FOR AN EFFECTIVE DATE.

2 | P a g e

PASSED AND ADOPTED this 2nd day of May, 2013

ATTEST: STONEYBROOK AT VENICE COMMUNITY DEVELOPMENT DISTRICT

_____________________________ ___________________________ James P. Ward, Secretary Anthony Burdett, Chairman


EXHIBIT A

PROPOSED BUDGET FISCAL YEAR 2014

Board of Supervisor’s

Anthony Burdett, Chairman William Riley, Vice Chairman

Warren Davis, Assistant Secretary Matthew Morris, Assistant Secretary Jason Hamilton, Assistant Secretary

Phone: 954-658-4900 E-mail: [email protected]


513 Northeast 13th Avenue Fort Lauderdale, Florida 33301

BOARD OF SUPERVISOR’S

CDD

SBV TABLE OF CONTENTS

GENERAL FUND Budget 1— 2 Budget—Fiscal Year 2013 Assessment Rate Comparison Budget Comparison Description of Budgeted items 3—4 DEBT SERVICE FUND Series 2007 Bonds 5—7 Budget—Fiscal Year 2013 Assessment Rate Comparison Budget Comparison Bond Amortization Schedule

Description Fiscal Year 2013 Budget

Actual at February 28, 2013

Anticipated Year End 09/30/13

Fiscal Year 2014 Budget

Revenues and Other SourcesCarryforward ‐$ ‐$ ‐$ ‐$ Interest Income ‐ General Account 100$ 39$ 94$ 100$ Special Assessment RevenueSpecial Assessment ‐ On‐Roll 78,846$ 66,564$ 78,846$ 76,696$

Total Revenue & Other Sources 78,946$ 66,603$ 78,940$ 76,796$

AppropriationsLegislativeBoard of Supervisor's Fees 2,400$ ‐$ ‐$ ‐$ Board of Supervisor's ‐ FICA 184$ ‐$ ‐$ ‐$

ExecutiveExecutive Salaries 15,000$ 5,769$ 15,000$ 17,000$ Executive Salaries ‐ FICA 1,148$ 441$ 1,148$ 1,301$ Executive Salaries ‐ Insurance 2,400$ 1,034$ 2,400$ 2,400$

Financial and AdministrativeAudit Services 7,500$ 5,000$ 7,500$ 7,500$ Accounting Services 6,000$ 1,701$ 4,000$ 5,000$ Assessment Roll Preparation 10,000$ 10,000$ 10,000$ 10,000$ Arbitrage Rebate Fees 1,500$ 500$ 500$ 500$

Other Contractual ServicesRecording and Transcription 600$ 63$ 150$ 400$ Legal Advertising 1,200$ 197$ 1,200$ 1,200$ Trustee Services 2,900$ 2,900$ 2,900$ 2,900$ Dissemination Agent Services 5,000$ 5,000$ 5,000$ 5,000$ Property Appraiser Fees ‐$ ‐$ ‐$ ‐$ Bank Service Fees 400$ 165$ 400$ 400$

Travel and Per Diem ‐$ ‐$ ‐$ ‐$ Communications and Freight ServicesTelephone ‐$ ‐$ ‐$ ‐$ Postage, Freight & Messenger 200$ 24$ 100$ 100$

Rentals and LeasesMiscellaneous Equipment ‐$ ‐$ ‐$ ‐$ Computer Services 6,900$ 2,793$ 6,900$ 11,000$

Insurance 6,400$ 6,090$ 6,090$ 6,420$ Printing and Binding 500$ ‐$ ‐$ 250$ Office Supplies ‐$ 15$ 30$ 30$ Subscriptions and Memberships 175$ 175$ 175$ 175$ Legal Services

Stoneybrook at VeniceCommunity Development District

General Fund ‐ BudgetFiscal Year 2014

1


Actual at February 28, 2013





General Counsel 4,200$ 486$ 1,000$ 1,000$ Other General Government ServicesEngineering Services ‐$ ‐$ ‐$ ‐$ Contingencies ‐$ ‐$ ‐$ ‐$

Other Fees and ChargesDiscounts and Tax Collector Fees 4,340$ ‐$ 4,340$ 4,220$

Total Appropriations 78,947$ 42,353$ 68,833$ 76,796$

Net Increase/(Decrease) in Fund Balance 10,107$ Fund Balance ‐ Beginning 64,660$ Fund Balance ‐ Ending (Projected) 74,767$

Assessment Comparison 79.64$ 77.47$

2

Revenues and Other Sources

Carryforward ‐$

Interest Income ‐ General Account 100$

AppropriationsLegislativeBoard of Supervisor's Fees ‐$

ExecutiveExecutive Salaries and Benefits 20,701$

FY 2013 FY 2014Salary 15,000$ 17,000$ FICA 1,148$ 1,301$ Insurance 1,800$ 2,400$

Total: 17,948$ 20,701$ Financial and AdministrativeAudit Services 7,500$

Accounting Services 5,000$

Assessment Roll Preparation 10,000$

Arbitrage Rebate Fees 500$

Other Contractual ServicesRecording and Transcription 400$ Legal Advertising 1,200$

For the Maintenance of the District's books and records on a daily basis.

The amount of anticipated Fund Balance at September 30, 2013 is recommended to be utilized tofund the operating expenses of the District for the first three (3) months of the Fiscal Year, pendingthe receipt of assessment collections, which generally begin in late December, 2013 or early January,2014.

With the levy of Special Assessments for Fiscal Year 2014 the District's operating account will earninterest on it's funds. This amount reflects the anticipated earnings.

The Board's fees are statutorily set at $200 for each meeting of the Board of Supervisor's not toexceed $4,800 for each Fiscal Year. The current Board has waived their Board Compensation.

The District has one employee ‐ that is the District Manager who handles the daily activities of theDistrict, and which is shared with other CDD's. The expenditures are this District's anticipated shareof those costs.

For the preparation by the Financial Advisor of the Methodology for the General Fund and theAssessment Rolls including transmittal to the Sarasota County Property Appraiser.

For required Federal Compliance ‐ this fee is paid for an in‐depth analysis of the District's earnings onall of the funds in trust for the benefit of the Bondholder's to insure that the earnings rate does notexceed the interest rate on the Bond's.



Statutorily required for the District to undertake an independent examination of its books, recordsand accounting procedures.

3



Trustee Services 2,900$

Dissemination Agent Services 5,000$

Property Appraiser Fees ‐$ Bank Service Fees 400$

Travel and Per Diem ‐$ Communications and Freight ServicesTelephone ‐$ Postage, Freight & Messenger 100$

Rentals and LeasesMiscellaneous Equipment ‐$ Computer Services 11,000$

Insurance 6,420$ Printing and Binding 250$ Office Supplies 30$ Subscriptions and Memberships 175$ Legal ServicesGeneral Counsel 1,000$

Other General Government ServicesEngineering Services ‐$

Contingencies ‐$ Other Fees and ChargesDiscounts and Tax Collector Fees 4,220$

Total Appropriations: 76,796$

4% Discount permitted by Law for early payment and 1.5% Tax Collector . The Property Appraiser does not bill the District for any fees.

The District's general council provides on‐going legal representation relating to issues such as publicfinance, public bidding, rulemaking, open meetings, public records, real property dedications,conveyances and contracts. In this capacity, they provide services as "local government lawyers".

The District's engineering firm provides a broad array of engineering, consulting and constructionservices, which assists the District in crafting solutions with sustainability for the long term interestsof the Community while recognizing the needs of government, the environment and maintenance ofthe District's facilities.

With the issuance of the District's Bonds, the District is required to report on a periodic basis thesame information that is contained in the Official Statement that was issued for the Bonds. Theserequirements are pursuant to requirements of the Securities and Exchange Commission and sent tonational repositories.

The District maintains all of it's Public Records, including all of it's programs for accounting and theadministration of the District in a secure Facility with constant redundancy of the system. The feeincludes the yearly hardware and annual software licenses to maintain the District's records, alongwith the development/maintenace of a District web site.

With the issuance of the District's Bonds, the District is required to maintain the accountsestablished for the Bond Issue with a bank that holds trust powers in the State of Florida. The

4


Actual at February 28,

2013



Revenues and Other SourcesInterest Income ‐$ ‐$ ‐$ ‐$ Special Assessment RevenueSpecial Assessment ‐ On‐Roll 526,733$ 485,453$ 526,733$ 512,738$ Special Assessment ‐ Prepayments ‐$ 7,689$ 7,689$ ‐$

Total Revenue & Other Sources 526,733$ 493,142$ 534,422$ 512,738$

AppropriationsDebt ServicePrincipal Debt Service ‐ MandatorySeries 2007 Bonds 85,000$ ‐$ 85,000$ 90,000$

Principal Debt Service ‐ Early RedemptionsSeries 2007 Bonds ‐$ 20,000$ 30,000$ ‐$

Interest ExpenseSeries 2007 Bonds 399,094$ 200,981$ 399,094$ 394,538$

Other Fees and ChargesDiscounts and Tax Collector Fees 28,175$ ‐$ 28,175$ 28,201$

Total Appropriations 512,269$ 220,981$ 542,269$ 512,738$

Net Increase/(Decrease) in Fund Balance (7,847)$ Fund Balance ‐ Beginning 710,927$ Fund Balance ‐ Ending (Projected) 703,081$

Restricted Fund Balance:Reserve Account Requirement 500,525$ Restricted for November 1, 2014 Interest Payment 197,269$ Total ‐ Restricted Fund Balance: 697,794$

Assessment ComparisonSingle Family ‐ 40ft 399$ 399$ Single Family ‐ 52ft 549$ 549$ Single Family ‐ 62ft 719$ 719$ Cove Townhomes 297$ 297$


Debt Service Fund ‐ BudgetFiscal Year 2014

5

Description Principal Coupon Rate Interest Annual Debt

Service

Principal Balance ‐ October 1, 2013 $ 5,935,000 6.75%

11/1/2013 200,306.25$ 5/1/2014 90,000$ 6.75% 200,306.25$ 490,613$ 11/1/2014 197,268.75$ 5/1/2015 100,000$ 6.75% 197,268.75$ 494,538$ 11/1/2015 193,893.75$ 5/1/2016 105,000$ 6.75% 193,893.75$ 492,788$ 11/1/2016 190,350.00$ 5/1/2017 115,000$ 6.75% 190,350.00$ 495,700$ 11/1/2017 186,468.75$ 5/1/2018 120,000$ 6.75% 186,468.75$ 492,938$ 11/1/2018 182,418.75$ 5/1/2019 130,000$ 6.75% 182,418.75$ 494,838$ 11/1/2019 178,031.25$ 5/1/2020 140,000$ 6.75% 178,031.25$ 496,063$ 11/1/2020 173,306.25$ 5/1/2021 150,000$ 6.75% 173,306.25$ 496,613$ 11/1/2021 168,243.75$ 5/1/2022 160,000$ 6.75% 168,243.75$ 496,488$ 11/1/2022 162,843.75$ 5/1/2023 170,000$ 6.75% 162,843.75$ 495,688$ 11/1/2023 157,106.25$ 5/1/2024 180,000$ 6.75% 157,106.25$ 494,213$ 11/1/2024 151,031.25$ 5/1/2025 195,000$ 6.75% 151,031.25$ 497,063$ 11/1/2025 144,450.00$ 5/1/2026 210,000$ 6.75% 144,450.00$ 498,900$ 11/1/2026 137,362.50$ 5/1/2027 225,000$ 6.75% 137,362.50$ 499,725$ 11/1/2027 129,768.75$ 5/1/2028 240,000$ 6.75% 129,768.75$ 499,538$ 11/1/2028 121,668.75$ 5/1/2029 255,000$ 6.75% 121,668.75$ 498,338$ 11/1/2029 113,062.50$ 5/1/2030 275,000$ 6.75% 113,062.50$ 501,125$ 11/1/2030 103,781.25$ 5/1/2031 290,000$ 6.75% 103,781.25$ 497,563$ 11/1/2031 93,993.75$



6

Description Principal Coupon Rate Interest Annual Debt

Service



5/1/2032 310,000$ 6.75% 93,993.75$ 497,988$ 11/1/2032 83,531.25$ 5/1/2033 335,000$ 6.75% 83,531.25$ 502,063$ 11/1/2033 72,225.00$ 5/1/2034 355,000$ 6.75% 72,225.00$ 499,450$ 11/1/2034 60,243.75$ 5/1/2035 380,000$ 6.75% 60,243.75$ 500,488$ 11/1/2035 47,418.75$ 5/1/2036 410,000$ 6.75% 47,418.75$ 504,838$ 11/1/2036 33,581.25$ 5/1/2037 435,000$ 6.75% 33,581.25$ 502,163$ 11/1/2037 18,900.00$ 5/1/2038 465,000$ 6.75% 18,900.00$ 502,800$

Principal Balance ‐ September 30, 2014 5,650,000$

7

Stoneybrook at Venice Community Development

District

Financial Statements

September 30, 2012

Stoneybrook at Venice Community Development District Table of Contents

September 30, 2012

PAGE INDEPENDENT AUDITOR'S REPORT 1 MANAGEMENT’S DISCUSSION AND ANALYSIS (required supplemental information) 2 - 6 BASIC FINANCIAL STATEMENTS

Government-Wide Financial Statements Statement of Net Assets 7

Statement of Activities 8

Fund Financial Statements

Governmental Fund Financial Statements:

Balance Sheet 9 Reconciliation of the Balance Sheet to the Statement of Net Assets 10 Statement of Revenues, Expenditures and Changes in Fund Balances 11 Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balances of Governmental Funds to the Statement of Activities 12

Notes to Financial Statements 13 - 20 REQUIRED SUPPLEMENTAL INFORMATION (other than MD&A)

Budget to Actual Comparison Schedule - General Fund 21 Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards 22 - 23

Management Letter 24 - 25

INDEPENDENT AUDITOR'S REPORT To the Board of Supervisors Stoneybrook at Venice Community Development District Sarasota County, Florida We have audited the accompanying financial statements of the governmental activities and each major fund of Stoneybrook at Venice Community Development District (hereinafter referred to as “District”), as of and for the year ended September 30, 2012, which collectively comprise the District’s basic financial statements as listed in the table of contents. These financial statements are the responsibility of the District's management. Our responsibility is to express opinions on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinions. In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities and each major fund of the District as of September 30, 2012, and the respective changes in financial position for the year then ended in conformity with accounting principles generally accepted in the United States of America. In accordance with Government Auditing Standards, we have also issued a report dated February 21, 2013 on our consideration of the District's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be considered in assessing the results of our audit. Accounting principles generally accepted in the United States of America require that the management’s discussion and analysis and budgetary comparison information on pages 2 through 6 and on page 21 be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management’s responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

Miramar Beach, Florida February 21, 2013

Management’s Discussion And Analysis

- 2 -

MANAGEMENT’S DISCUSSION AND ANALYSIS Our discussion and analysis of the Stoneybrook at Venice Community Development District’s financial performance provides an overview of the District’s financial activities for the fiscal year ended September 30, 2012. Please read it in conjunction with the District’s financial statements, which begin on page 7.

FINANCIAL HIGHLIGHTS

At September 30, 2012 the assets of the District exceed its liabilities by approximately $6.8 million.

During the year ended September 30, 2012, the District incurred approximately $412,000 of

interest expenditures and repaid $160,000 of outstanding long-term bond principal.

USING THE ANNUAL REPORT

This annual report consists of a series of financial statements. The Statement of Net Assets and the Statement of Activities on pages 7 – 8 provide information about the activities of the District as a whole and present a longer-term view of the District’s finances. Fund financial statements start on page 9. For governmental activities, these statements tell how these services were financed in the short-term as well as what remains for future spending. Fund financial statements also report the District’s operations in more detail than the government-wide statements by providing information about the District’s most significant funds. Reporting the District as a Whole Our analysis of the District as a whole begins on page 3. One of the most important questions asked about the District’s finances is, “Is the District as a whole better off or worse off as a result of the year’s activities?” The Statement of Net Assets and the Statement of Activities report information about the District as a whole and about its activities in a way that helps answer this question. These statements include all assets and liabilities using the accrual basis of accounting, which is similar to the accounting used by most private-sector companies. All of the current year’s revenues and expenses are taken into account regardless of when cash is received or paid. These two statements report the District’s net assets and changes in them. You can think of the District’s net assets – the difference between assets and liabilities – as one way to measure the District’s financial health, or financial position. Over time, increases or decreases in the District’s net assets are one indicator of whether its financial health is improving or deteriorating. You will need to consider other nonfinancial factors, however, such as changes in the District’s assessment base and the condition of the District’s infrastructure, to assess the overall health of the District. Reporting the District’s Most Significant Funds Our analysis of the District’s major funds begins on page 4. The fund financial statements begin on page 9 and provide detailed information about the most significant funds – not the District as a whole. Some funds are required to be established by State law and by bond covenants. All of the District’s funds are governmental fund-types.

- 3 -

Governmental funds – All of the District’s basic services are reported in governmental funds, which focus on how money flows into and out of those funds and the balances left at year-end that are available for spending. These funds are reported using an accounting method called modified accrual accounting, which measures cash and all other financial assets that can readily be converted to cash. The governmental fund statements provide a detailed short-term view of the District’s general government operations and the basic services it provides. Governmental fund information helps you determine whether there are more or fewer financial resources that can be spent in the near future to finance the District’s programs. We describe the relationship (or differences) between governmental activities and governmental funds in a reconciliation with the fund financial statements.

THE DISTRICT AS A WHOLE The following table reflects the condensed Statement of Net Assets and is compared to the prior year.

September 30, 2012 2011 ChangeAssets

Current and other assets 983,003$ 1,015,425$ (32,422)$ Capital assets, net 11,975,176 12,307,292 (332,116)

Total assets 12,958,179$ 13,322,717$ (364,538)$

LiabilitiesCurrent liabilities 252,653$ 257,196$ (4,543)$ Other liabilities 5,870,000 6,030,000 (160,000)

Total liabilities 6,122,653 6,287,196 (164,543)

Net assetsInvested in capital assets,

net of related debt 6,699,301 6,891,981 (192,680) Restricted for:

Debt service 71,562 85,922 (14,360) Unrestricted 64,663 57,618 7,045

Total net assets 6,835,526 7,035,521 (199,995)

Total liabilities and net assets 12,958,179$ 13,322,717$ (364,538)$

For more detailed information, see the accompanying Statement of Net Assets. During the fiscal year ended September 30, 2012, total assets and liabilities decreased by approximately $365,000 and $165,000, respectively. The decrease in assets was primarily related to depreciation of capital assets. The decrease in liabilities was related to principal payments on Series 2007 bonds.

- 4 -

The following schedule compares the Statement of Activities for the current and previous fiscal year. Year ended September 30, 2012 2011 ChangeRevenues:Program revenues:

Charges for services 576,447$ 583,092$ (6,645)$ Grants and contributions 37,620 22,714 14,906

General revenues:Interest and other revenues 70 110 (40)

Total revenues 614,137 605,916 8,221

Expenses:General government 66,690 62,934 3,756 Maintenance and operations 332,116 332,116 - Interest 415,326 424,185 (8,859)

Total expenses 814,132 819,235 (5,103)

Change in net assets (199,995) (213,319) 13,324

Net assets, beginning 7,035,521 7,248,840 (213,319)

Net assets, ending 6,835,526$ 7,035,521$ (199,995)$

For more detailed information, see the accompanying Statement of Activities. Revenues and expenses did not change significantly from the prior year. The overall result was a $199,995 decrease in net assets for fiscal year 2012.

THE DISTRICT’S FUNDS

As the District completed the year, its governmental funds (as presented in the balance sheet on page 9) reported a combined fund balance of approximately $776,000, which is a decrease from last year’s balance that totaled approximately $800,000. Significant transactions are discussed below.

The District recognized approximately $412,000 of interest expenditures and repaid

principal of $160,000 on the Series 2007 bonds.

The overall decrease in fund balance for the year ended September 30, 2012 totaled approximately $24,000.

- 5 -

GOVERNMENTAL FUNDS BUDGETARY HIGHLIGHTS An Operating budget was established by the governing board for the District pursuant to the requirements of Florida Statutes. The budget to actual comparison for the General Fund, including the original budget and final adopted budget, is shown at page 21. The District experienced a favorable variance in revenues and expenditures as compared to the budget in the amount of $1,270 and $5,772, respectively. The difference in expenditures occurred primarily due to anticipated budgeted operating expenditures that were not incurred during the year.

CAPITAL ASSET AND DEBT ADMINISTRATION Capital Assets At September 30, 2012, the District had approximately $12 million invested in capital assets (net of accumulated depreciation). This amount represents a net decrease of approximately $332,000 over the fiscal year 2011 total. A listing of capital assets for the current and prior year follows:

September 30, 2012 2011 Change

Land 5,277,000$ 5,277,000$ -$ Capital assets being depreciated 8,303,404 8,303,404 -

Total, prior to depreciation 13,580,404 13,580,404 -

Accumulated depreciation (1,605,228) (1,273,112) (332,116)

Net capital assets 11,975,176$ 12,307,292$ (332,116)$

More information about the District’s capital assets is presented in Note 4 to the financial statements. Debt At September 30, 2012, the District had approximately $6 million of bonds outstanding. This amount represents a net decrease of $160,000 from the fiscal year 2011 total. A listing of debt amounts outstanding for the current and prior year is as follows:

September 30, 2012 2011 Change

Series 2007 bonds 5,955,000$ 6,115,000$ (160,000)$

More information about the District’s long-term debt is presented in Note 5 to the financial statements.

- 6 -

FUTURE FINANCIAL FACTORS The Stoneybrook at Venice Community Development District is an independent special district that operates under the provisions of Chapter 190, Florida Statutes. The District operates under an elected Board of Supervisors, which establishes policy and sets operation and maintenance assessment rates. Assessment rates for fiscal year 2013 were established to provide for the operations of the District.

CONTACTING THE DISTRICT’S FINANCIAL MANAGEMENT This financial report is designed to provide a general overview of the District’s finances. If you have questions about this report or need additional financial information, contact the Stoneybrook at Venice Community Development District’s District Manager at 513 Northeast 13th Avenue, Fort Lauderdale, Florida 33301, (954)658-4900, [email protected].

Basic Financial Statements


Statement of Net Assets

September 30, 2012Governmental

ActivitiesAssets

Cash and cash equivalents 54,832$ Investments 710,923 Prepaid expenses 10,000 Deferred charges, net 207,248 Capital assets, net 11,975,176

Total assets 12,958,179

Liabilities Accounts payable 169 Accrued interest payable 167,484 Non-current liabilities:

Due within one year 85,000 Due in more than one year 5,870,000

Total liabilities 6,122,653

Net assetsInvested in capital assets, net of related debt 6,699,301 Restricted for:

Debt service 71,562 Unrestricted 64,663

Total net assets 6,835,526$

See accompanying notes to financial statements.- 7 -


Statement of Activities

Year ended September 30,Net (Expense)Revenue andChanges inNet Assets

Operating CapitalCharges for Grants and Grants and Governmental

Functions/Programs Expenses Services Contributions Contributions ActivitiesPrimary government:

Governmental activities:General government (66,690)$ 73,662$ -$ -$ 6,972$ Maintenance and operations (332,116) - - - (332,116) Interest (415,326) 502,785 37,620 - 125,079

Total governmental activities (814,132)$ 576,447$ 37,620$ -$ (200,065)

General revenuesInterest and other revenues 70

Change in net assets (199,995)

Net assets - beginning of year 7,035,521

Net assets - end of year 6,835,526$

2012

Program Revenues



Balance Sheet - Governmental Funds

September 30,

General Debt Service

Total Governmental

FundsAssets

Cash and cash equivalents 54,832$ -$ 54,832$ Investments - 710,923 710,923 Prepaid expenditures 10,000 - 10,000 Due from other funds - 3 3

Total assets 64,832$ 710,926$ 775,758$

Liabilities and Fund BalancesLiabilities

Accounts payable 169$ -$ 169$ Due to other funds 3 - 3

Total liabilities 172 - 172

Fund balancesNonspendable 10,000 - 10,000 Restricted for debt service - 710,926 710,926 Unassigned 54,660 - 54,660

Total fund balances 64,660 710,926 775,586

Total liabilities and fund balances 64,832$ 710,926$ 775,758$

2012



Reconciliation of the Balance Sheet to the Statement of Net Assets

September 30, 2012

Total fund balances, governmental funds 775,586$

Capital assets used in governmental activities are not financial resources and therefore are not reported in the fund level statements. 11,975,176

Bond issue costs are not financial resources and therefore are not reported as assets in governmental funds. The Statement of Net Assets includes these costs, net of amortization. 207,248

Liabilities not due and payable from current resources, including accrued interest, are not reported in the fund level statements. (6,122,484)

Total net assets - governmental activities 6,835,526$



Statement of Revenues, Expenditures and Changes in Fund Balances-Governmental Funds

Year ended September 30,

General Debt Service

Total Governmental

FundsRevenues

Assessments 73,662$ 502,785$ 576,447$ Prepayment revenue - 37,620 37,620 Interest and other revenues 70 - 70

Total revenues 73,732 540,405 614,137

ExpendituresCurrent:

General government 66,690 - 66,690 Debt service:

Principal - 160,000 160,000 Interest - 411,581 411,581 Total expenditures 66,690 571,581 638,271

Excess (deficit) of revenues over expenditures 7,042 (31,176) (24,134)

Fund balances, beginning of year 57,618 742,102 799,720

Fund balances, end of year 64,660$ 710,926$ 775,586$

2012



Reconciliation of the Statement of Revenues, Expenditures and Changesin Fund Balances of Governmental Funds to the Statement of Activities

Year ended September 30, 2012

Net change in fund balances - governmental funds (24,134)$

Depreciation on capital assets is not recognized in the fund financial statements but is reported as an expense in the Statement of Activities. (332,116)

Amortization of bond issuance costs is not recognized in the governmental fund statement but is reported as an expense in the Statement of Activities.

(8,245) Governmental funds report principal payments on bonds when debt is paid,whereas these payments are eliminated in the Statement of Activities andrecognized as a decrease in bonds payable in the Statement of Net Assets. 160,000

The change in accrued interest between the current and prior year is recorded on the Statement of Activities but not on the fund financial statements. 4,500

Change in net assets of governmental activities (199,995)$



Notes to Financial Statements

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NOTE 1 – NATURE OF ORGANIZATION The Stoneybrook at Venice Community Development District (the “District”) was established on January 29, 2007 pursuant to the Uniform Community Development District Act of 1980, otherwise known as Chapter 190, Florida Statutes, by Sarasota County Ordinance No. 2006-064. The Act provides among other things, the power to manage basic services for community development, power to borrow money and issue bonds, and to levy and assess non-ad valorem assessments for the financing and delivery of capital infrastructure. The District was established for the purposes of financing and managing the acquisition, construction, maintenance and operation of a portion of the infrastructure necessary for community development within the District. The District is governed by a Board of Supervisors (“Board”), which is comprised of five members. The Supervisors are elected on an at large basis by the owners of the property within the District. During the reporting period, a Supervisor is affiliated with the Developer of the community, Lennar Homes, LLC. The District is economically dependent on the Developer. The Board of Supervisors of the District exercises all powers granted to the District pursuant to Chapter 190, Florida Statutes. The Board has the final responsibility for:

1. Assessing and levying special assessments. 2. Approving budgets. 3. Exercising control over facilities and properties. 4. Controlling the use of funds generated by the District. 5. Approving the hiring and firing of key personnel. 6. Financing improvements.

In evaluating how to define the government, for financial reporting purposes, management has considered all potential component units. The decision to include or exclude a potential component unit in the reporting entity was made by applying the criteria set forth by Generally Accepted Accounting Principles (GAAP). The primary criteria for including organizations within the District's reporting entity, as defined by the Governmental Accounting Standards Board (GASB) Statement No. 14, The Financial Reporting Entity, is financial accountability. The District is financially accountable if it appoints a voting majority of the organization's governing body and (a) it is able to impose its will on that organization or (b) there is a potential for the organization to provide specific financial benefits to, or impose specific financial burdens on, the District. The District may be financially accountable if an organization is fiscally dependent on the District regardless of whether the organization has (a) a separately elected governing board, (b) a governing board appointed by a higher level of government, or a jointly appointed board. Based on the foregoing criteria, no potential component units were found. NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accounting policies of the District conform to GAAP as applicable to governments in accordance with those promulgated by GASB. The following is a summary of the more significant policies:



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NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Government-wide and Fund Financial Statements The basic financial statements include both government-wide and fund financial statements. The government-wide financial statements (i.e., the Statement of Net Assets and the Statement of Activities) report information on all the non-fiduciary activities of the primary government. Governmental activities, which normally are supported by assessments, are reported separately from business-type activities, which rely to a significant extent on fees and charges for support. The business-type activities are reported separately in government-wide financial statements; however, at September 30, 2012, the District did not have any significant business-type activities. Therefore, no business-type activities are reported. Assessments and other items not properly included as program revenues (i.e., charges to customers or applicants who purchase, use, or directly benefit from goods or services) are reported as general revenues. The preparation of government-wide financial statements includes the application of both GASB pronouncements and those of the Financial Accounting Standards Board (FASB) issued before November 30, 1989. Separate financial statements are provided for governmental funds. Major individual governmental funds are reported as separate columns in the fund financial statements. Measurement Focus, Basis of Accounting and Basis of Presentation The government-wide financial statements are reported using the economic resources measurement focus and the accrual basis of accounting. Revenues are recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of the related cash flows. Assessments are recognized as revenues in the year for which they are levied. Grants and other similar items are to be recognized as revenue as soon as all eligibility requirements imposed by the provider have been met. Governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the District considers revenues to be available if they are collected within 60 days of the end of the current fiscal period. Expenditures generally are recorded when a liability is incurred, as under accrual accounting. However, debt service expenditures are recorded only when payment is due. Assessments, including debt service assessments along with operation and maintenance assessments, are non-ad valorem special assessments imposed on all lands located within the District and benefited by the District’s activities. Assessments are levied and certified for collection by the District prior to the start of the fiscal year which begins October 1st and ends on September 30th. Operation and maintenance special assessments are imposed upon all benefited lands located in the District. Debt service special assessments are imposed upon certain lots and lands as described in each resolution imposing the special assessment for each series of bonds issued by the District.



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NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Assessments and interest associated with the current fiscal period are all considered to be susceptible to accrual and have been recognized as revenues of the current fiscal period. All other revenue items are considered to be measurable and available only when cash is received by the District. The District reports the following major governmental funds:

General Fund – The General Fund is the primary operating fund of the District. It is used to account for all finan

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