FILED 21231201 8 4:24 PM LEE ROSS CLERK OF THE CIRCUIT COURT MACOUPIN COUNTY, ILLINOIS IN THE CIRCUIT COURT FOR THE SEVENTH JUDICIAL CIRCUIT OF ILLINOIS MACOUPIN COUNTY, CARLINVILLE, ILLINOIS CAMILLE MAYFIELD COOPER BROTZE, and WAYNE BROTZE, husband and wife, PlaintiffsCITY OF CARLINVILLE, ILLINOIS, a Municipal Corporation, VILLAGE OF ILLINOIS, a Municipal Corporation, JERSEY COUNTY RURAL WATER COMPANY, INC, an Illinois Not? For-Pro?t Corporation, and ILLINOIS ALLUVIAL REGIONAL WATER COMPANY, INC, an Illinois Not?For?Proflt Corporation, I Defendants. Now come the Plaintiffs, CAMILLE MAYFIELD COOPER BROTZE and WAYNE BROTZE, husband and wife, by and through JACOB N. SMALLHORN of TAPELLA EBERSPACHER LLC, their attorneys, and in support of their COMPLAINT against the Defendants, CITY OF CARLINVILLE, ILLINOIS, a Municipal Corporation, VILLAGE OF DORCHESTER, ILLINOIS, a Municipal Corporation, JERSEY COUNTY RURAL WATER COMPANY, INC, an Illinois Not?For-Pro?t Corporation, and ILLINOIS ALLUVIAL REGIONAL WATER COIVIPANY, INC, an Illinois Not?For-Profit Corporation, allege as follows: Common Allegations 1. Plaintiffs, CAMILLE MAYFIELD COOPER BROTZE and WAYNE BROTZE (collectively ?Brotze?), husband and Wife, are individuals whom reside in the City of Carlinville, Macoupin County, Illinois. 2. Defendant, CITY OF CARLINVILLE, ILLINOIS (?Carlinville?), is a non?home rule, Municipal Corporation organized and existing under the Laws of the State of Illinois, situated in Maeoupin County, Illinois. 3. Defendant, VILLAGE OF DORCHESTER, ILLINOIS (?Dorchester?), is a non? home rule, Municipal Corporation organized and existing under the Laws of the State of Illinois, situated in Macoupin County, Illinois. 4. Defendant, JERSEY COUNTY RURAL WATER COMPANY, INC. (?Jersey Rural?), is an Illinois Not-For-Profit Corporation headquartered in the City of Jerseyville, Jersey County, Illinois, which is engaged in the business of providing potable water to the residents of Jersey County, Illinois. 5. Defendant, ILLINOIS ALLUVIAL REGIONAL WATER COMPANY, INC. (?Illinois Alluvial?), is an Illinois Not-For-Profit Corporation headquartered at the same location as Jersey Rural. 6. Illinois Alluvial is not a ?Water Commission? as that term is identi?ed in the Water Commission Act of 1985, 70 ILCS 3720/0001 et seq; it is not a ?Municipal Joint Action Water Agency? as that term is described in the Intergovernmental Cooperation Act, 5 ILCS 220/3.l; nor is the association of Carlinville or Dorchester with private companies (Jersey Rural and Illinois Alluvial) authorized by any of the provisions of the Illinois Municipal Code relating to Water Supply and Sewage Systems, 65 ILCS 5/ 1 1?124?1 et seq. 7. Illinois Alluvial was incorporated on December 5, 2017, and the incorporators and only shareholders of Illinois Alluvial are Carlinville, Dorchester, and Jersey Rural. 8. The mission ofIllinois Alluvial is to develop an aquifer known as the ?Alluvial Aquifer? to provide a source of potable water to customers in Macoupin, Greene, Jersey, and Madison Counties in Illinois. 9. Upon information and belief, there is no intergovernmental agreement between Carlinville and Dorchester, nor is there any contract between either municipality and Jersey Rural regarding the purpose, funding, or operation of Illinois Alluvial. 10. The City of Carlinville has applied for and been granted funds from the United States Department of Agriculture?s Water and Waste System Grant Program for preliminary engineering on options for developing a viable water supply, treatment, and transmission system to serve a ?Regional Water Commission? in the Greene, Jersey and Macoupin Count ies in Central Illinois. See p. 2 of the Grant Application which is attached as Exhibit A. A copy of the hilly executed Grant Agreement is attached as Exhibit B. 1. The City of Carlinville has apprOpriated money from its general revenue fund and has appropriated funds from its USDA Grant for use by Illinois Alluvial. 12. Dorchester has also appr0priated money from its general revenue fund for use by Illinois Alluvial. COUNT I (Declaratory Judgment) Now come the Plaintiffs, CAMILLE MAYFIELD COOPER BROTZE and WAYNE BROTZE, husband and wife, by and through JACOB N. SMALLHORN of TAPELLA EBERSPACHER LLC, their attorneys, and in support of Count I (Declaratory Judgment) of their COMPLAINT against the Defendants, CITY OF CARLINVILLE, ILLINOIS, a Municipal Corporation, VILLAGE OF DORCHESTER, ILLINOIS, a Municipal Corporation, JERSEY COUNTY RURAL WATER COMPANY, INC., an Illinois Not?For-Pro?t Corporation, and ILLINOIS WATER COMPANY, INC., an Illinois Not?For-Pro?t Corporation, allege as follows: 1-12. Plaintiffs repeat and reallege as though set forth fully herein Allegations 1-12 of the Common Allegations as Allegations 1-12 of this Count I. 13. The Brotzes own a residence within the limits of the City of Carlinville, and are connected to and frequently use the City?s municipal water supply. 14. At the October 2, 2017 meeting ofthe Carlinville City Council, the Aldermen voted to grant ?Alderman Campbell the power to act and appropriate funds as representative of Carlinville? to Illinois Alluvial. A copy ofthe October 2, 2017 Carlinville City Council Meeting Minutes is attached hereto as Exhibit C. 15. As residents of Carlinville who utilize Carlinville?s municipal water supply, the Brotzes have a distinct and palpable, legally cognizable interest in the process the Carlinville City Council uses and decisions the City Council makes regarding the continued supply of potable water to its residents. I6. It is a well settled principle of Illinois Law that non-home rule municipal corporations are limited in their authority to contract to those areas in which Speci?c statutory authority is given or can reasonably be inferred, Eastern Illinois State Normal School 12. City of Charleston, 271 602, 111 NE. 573 (1916), and intergovernmental agreements are likewise constitutionally limited to matters which are ?not prohibited by law or by ordinance.? Illinois Constitution, Art. VII, Sec. 10. 17. Nonvhome rule municipalities, such as Dorchester and Carlinville, may not circumvent statutory limitations through intergovernmental agreements. Rajremwski v. City of Sycamore, 405 Ill.App.3d 1086, 940 682, 346 Ill.Dec.313 (2d Dist. 2010)- 18. The Illinois Municipal Code expressly identi?es the ways in which non-home rule municipalities like Dorchester and Carlinville may create a joint venture to solve their water supply problems. See the Water Commission Act of 1985, 70 ILCS 3720/0001 et al.; the ?Municipal Joint Action Water Agency? provisions of the Intergovernmental Cooperation Act, 5 ILCS 220/ 3.1; and the ?Joint Construction of Water Supply? provisions of the Illinois Municipal Code, 65 ILCS et seq. 19. None of the above methods authorizes Carlinville and Dorchester to create a private company with another private company to solve their water problems. 20. The Illinois Secretary of State?s online database identi?es Illinois Alluvial as a corporation of unlimited duration. See the Corporation File Detail Report attached as Exhibit D. 21. In derogation of Illinois Municipal Code the ownership interests of Carlinville and Dorchester in Illinois Alluvial expose them to potential financial obligations for an unlimited duration so long as. Illinois Alluvial remains in existence. 22. Further, Illinois Alluvial has expressed its intent to use the corporation?s existence as a private entity to attempt to circumvent Illinois Sunshine laws like the Open Meetings Act. See the Notice of Criminal Trespass which Illinois Alluvial?s' counsel; sent to the Carlinville City Council on December 14, 2017, a copy of which is attached as Exhibit E. 23. Neither Carlinville nor Dorchester have any constitutional, statutory, or other legal authority to participate in the incorporation or funding of Illinois Alluvial; a private company owned and operated by two municipal corporations and a private company. 24. An actual controversy exists between the Brotzes and Carlinville, Dorchester, Jersey Rural and Illinois Alluvial regarding the illegality of the incorporation, funding and operation of Illinois Alluvial, and pursuant to the terms of Section 2?701(a) of the Illinois Code of Civil Procedure, this Court is vested with the power to declare the rights and liabilities of the parties, and to give such further relief as may be necessary. 735 ILCS (2012 State Bar Edition). WHEREFORE, Plaintiffs, CAMILLE MAYFIELD COOPER BROTZE and WAYNE BROTZE, request that this Court enter an Order which: A. Declares the rights of the parties herein, and determines and adjudicates the rights and liabilities of the parties with reSpect to the formation of ILLINOIS ALLUVIAL REGIONAL WATER COMPANY, and, B. Finds and declares that CITY OF CARLINVILLE, ILLINOIS, and VILLAGE OF DORCHESTER, ILLINOIS, lack the requisite authority to incorporate, fund or Operate the ILLINOIS ALLUVIAL REGIONAL WATER COMPANY, INC, and that any appropriation by CITY OF CARLINVILLE, ILLINOIS or VILLAGE OF DORCHESTER, ILLINOIS is void in ab mine; and, C. Finds and declares that ILLINOIS ALLUVIAL REGIONAL WATER COMPANY, INC. must reimburse the CITY OF CARLINVILLE, ILLINOIS or VILLAGE OF DORCHESTER, ILLINOIS for any such wrongfully apprOpriated funds; and, D. Finds and declares that he CITY OF CARLINVILLE, ILLINOIS and the VILLAGE OF DORCHESTER, ILLINOIS are estopped from any continued participation in the ILLINOIS ALLUVLAL REGIONAL WATER COMPANY, and, E. Grants Plaintiffs such other, further, and different relief as may be equitable and just in this circumstances. COUNT Injunctive Relief Now come the Plaintiffs, CAMILLE MAYFIELD COOPER BROTZE and WAYNE BROTZE, husband and wife, by and through JACOB N. SMALLHORN of TAPELLA LLC, their attorneys, and in support of Count II (Injunctive Relief) of their COMPLAINT against the Defendants, CITY OF CARLINVILLE, ILLINOIS, a Municipal Corporation, VILLAGE OF DORCHESTER, ILLINOIS, a Municipal Corporation, JERSEY COUNTY RURAL WATER COMPANY, INC., an Illinois Not?For-Profit Corporation, and ILLINOIS ALLUVIAL REGIONAL WATER COMPANY, INC, an Illinois Not-For?Pro?t Corporation, allege as follows: 1-24. Plaintiffs repeat and reallege as though set forth fully herein Allegations 1?12 of the Common Allegations and Allegations 13?24 of Count I as Allegations 1-24 of this Count II. 25. As residents of Carlinville who utilize Carlinville?s municipal water supply, the Brotzes have a protectable right and interest in the process the Carlinville City Council uses and decisions the City Council makes regarding the continued supply of potable water to its residents. 26. Upon information and belief,-Illinois Alluvial is substantially funded by money appropriated to it by Carlinville and/or. Dorchester. 27. Illinois Alluvial is not an operational business, is inadequately capitalized, and has no source of funds to repay debts and liabilities incurred. 28. If the Court were to determine that Carlinville and Dorchester lacked the authority to appropriate hands to Illinois Alluvial and that Illinois Alluvial is required to return the public funds it expended, Plaintiffswould be left without an adequate remedy at law clue to Illinois Alluvial?s lack of adequate capitalization and complete, or near-complete, reliance on public funds to operate. 29. Due to the Defendant?s disregard for the clear statutorily authorized methods by which they could create ajoint venture with another municipality to solve their water needs, or contract with a private company to provide the necessary services, there is a high likelihood that Plaintiffs will prevail in their claims against Defendants. 30. WHEREF ORE, Plaintiffs, CAMILLE MAYFIELD COOPER BROTZE and WAYNE BROTZE, request that this Court enter an Order which: A. Issues a Temporary Restraining Order estopping CITY OF CARLINVILLE, ILLINOIS and VILLAGE OF DORCHESTER, ILLINOIS from appropriating any further funds to ILLINOIS ALLUVIAL REGIONAL WATER COMPANY, INC. and otherwise estopping any representative of CITY OF CARLINVILLE, ILLINOIS and VILLAGE OF DORCHESTER, ILLINOIS from taking any actions which would subject either municipality to any further liability or obligations regarding ILLINOIS ALLUVIAL REGIONAL WATER COMPANY, INC. during the pendency of this litigation; and, B. Enters a Permanent Injunction Order against Defendants CITY OF CARLINVILLE, ILLINOIS and VILLAGE OF DORCHESTER, ILLINOIS from participating in the funding and operation of ILLINOIS ALLUVIAL REGIONAL WATER COMPANY, and; C. Grants Plaintiffs such other, further, and different relief as may be equitable and just in this circumstances. ReSpectfully submitted this 23rd day of February 2018. Plaintiffs, CAMILLE MAYFIELD COOPER BROTZE and WAYNE BROTZE, husband and wife, By: Jacob N. Smallhorn Jacob N. Smallhorn Bar Number: 63 07031 Attorney for Plaintiff Tapella Eberspacher LLC P.O. Box 627 Mattoon, IL 61938-0627 T: 217-639?7800 F: 217?639?7810 smallhorn?atapellalawcom Cafi'crma STATE OW ss COUNTY 017W mama .a 3 Under penaluei as provided by MW pursuant Secuon 1-109 ofrhe Code uf Cm] Procedure, the undersigned um set forth in this are true and Correct, as to matters (harem stated be on mfarmauon and beliefand a: such maucxs mat she Leflldes as Ural she venly believe the samc be true CAMELLE MA COOPER mafia and Sworn to before me fins 4 fl 7 of 92% 2mg noMINlouE DILLARD coMM, N0. 2'13922 I mm scum - meow. amass NNE um ,10, APPLICATION FOR Version 7103 FEDERAL ASSISTANCE DATE SUBMITTED 1. TYPE OF SUBMISSION: . 3. DATE. RECEIVED BY STATE - State Aponcauoo Idoounar Appilmlton - _q Conotruntlon Construction ogvsg?avy AGENCY Federal Identi?er - Wanton i: a. - LogatNamat . Organizational Unit City ol?CarIInvIllE ?393mm" Division: Name and telephone nymbor o! person to be contacted on matters Involving this apptinatlon (give area coda} - PrSle: Name: 550 N. Broad Sinai-Tl Mn. Tim CI Middle Name Court . Name . ?gural Slain: {261% Code Slt?bt: IL 525 . Country: . Email; - USA E. EMPLOYER IDENTIFICATION NUMBER Phone Numheugtvo moo Dodo) Fax Number {give Ema Dada} 217?854-4752 . 217-354-4393 8. 7. TYPE OF APPLICANT: (Sea back or form forApptimtion Types) [El Now in] Continuation 5 Revision Ii Revision. ontSr appropriate in hmq'asj' . Muniolpal back of form for desatption oile?em.) Other (Epsom Other (Specify) I 9. NAME OF FEDERAL AGENCY: U.S. Department - Rural Davaiopmont 1D. CATALOG 0F FEDERAL DOMESTIC ASSISTANCE NUMBER: 11. DESCRIFTWE TITLE OEAPELICANTS PROJECT: Contra! llilnDIS Raglonal Water Supply - See attached protect dasmipilon TITLE ram): Water and WSEIE posal Systems for Ftutal Communities 12. AREAS AFFECTED BY PROJECT (Gales. Counties. States. SIC): City DI pottinns of MDCDupin. Jemaypnd Greens Counties Ia. PROPOSED PROJECT 14. CONGRESSIONAL DISTRICTS OF: Start Date: - Ending Date: . S. Applicant b. Project February 2013 .tuty 201a FlagionalWalerSylem. 15. ESTIMATED FUNDING: 13.15 APPLICATION SDSJECT To REVIEW BY STATE EXECUTIVE - ORDER 12372 - a. YE: THIS PREAPPLICATTONTAPPLICATTON ms MADE Redevelopment Plan Gran! 30.090 1 AVAILABLE TO THE STATE EXECUTIVE ORDER 12372 b. Applicant 5 PROCESS FOR REVIEW ON . 18.0131] C. Slate DATE: A. Local fr ND 5211 PROGRAM IS NOT COVERED BY E. 0.12372 2. Oiljior if El OR PROGRAM HAS NOT SEEN SELECTED BY STATE FOR REVIEW f. Program Incomo 3" 11. IS THE APPLICANT DEUNOUENT on my FEDERAL 9? TOTAL 5 49.095 EYES If attach an explanation. No 13. To THE BEST OF MY KNOWLEDGE AND BELIEF. ALL DATAJN THIS APPLICATIODIPREAPPLICATIDN ARE mus AND CORRECT. THE DOCUMENT HAS BEEN DULY AUTHORIZED BY THE GOVERNING BODY OF THE APPLICANT AND THE APPLICANT WILL COMPLY WITH THE ATTACHED IF THE ASSISTANCE 15 AWARDED. a at ?x dulle ma RE ?3 i?aal lErnie ultix om - b. - - C. Talenhona Number [911m Erna Dada) 217?354-4075 a? *e ?d y/J . - it?? 5 ?gmahie M?t" Standard Faun 424 {Reva-2on3) Autho?z?d for Local Reoroduclion Prescribed bv OMB Attachment for SF 424 Application Form, item #11 (Descriptive Title of Applicant?s Project): A Preliminary Engineering Report to evaluate options to develop a viable water supply, treatment and transmission system to serve a Regional Water Commission in the Greene, Jersey and Macoupin Counties area of Central illinois. The City of Carlinville is the lead entity until a water commission can be formed. Based on the collaboration with the City of Carlinville, City of Jerseyville, Jersey County Rural Water Company and Fosterburg Water District, the PER shall address a water system that will benefit - the identi?ed potential regional partners. HUS Bulletin 1780-12 Water and Waste System Grant Agreement United States Department of Agriculture Fiural Utilities Service THIS AGREEMENT dated 43. gal between . City of Carlinville a public corporation organized and operating under ?ff? Cf f/zx7-/ (Authorizing Statute) herein called ?Grantee.? and the United States of America acting through the Rural Utilities Service, Department of Agriculture. herein called "Grantor." WITNESSETH: WHEREAS Grantee has determined to undertake a project of acquisition. construction. enlargement. or capital improvement of a (water) (waste) system to serve the area under its jurisdiction at an estimated cost of 40,000.00 and has duly authorized the undertaking of such project. Grantee is able to finance not more than 10300-00 of the development costs through revenues. charges. taxes or assessments. ortunds otherwise available to Grantee resulting in a reasonable user charge. Said sum of 10,000.00 has been committed to and by Grantee for such project development costs. - Grantor has agreed to grant the Grantee a sum ?not to exceed 30,000.00 or 75.00 percent of said project development costs. whichever is the lesser. subject to the terms and conditions established by the Grantor. Provided. however. that the preponionate share of any grant funds actually advanced and not needed for grant purposes shall be returned immediately to the Grantor. The Grantor may terminate the grant in whole. or in part, at any time before the date of completion. whenever it is determined that the Grantee has failed to comply with the Conditions of the grant. As a condition of this grant agreement, the Grantee assures and certi?es that it is in compliance with and will comply in the course of the agreement with all applicable laws. regulations. Executive orders and other generally applicable requirements, including those set out in 7 CFR which hereby are incorporated into this agreement by reference. and such other statutory provisions as are specifically set forth herein. NOW. THEREFORE. in consideration of said grant by Grantor to Grantee. to be made pursuant to Section 306(a) of The Consolidated Farm and Rural Development Act for the purpose only of defraying a part not to exceed 75.00 percent of the project development costs. as defined by applicable Rural Utilities Service instructions. Grantee Agrees That Grantee Will: I A. Cause said project to be constructed within the total sums available to it. including said grant. in accordance with the project plans and specifications and any modifications thereof prepared by Grantee and approved by Grantor. Bulletin 1780-12 Page 2 B. Permit periodic inspection of the construction by a representative of Grantor during construction- C. Manage operate and maintain the system, including this project it tess than the whole of said system continuously in an efficient and economical manner. D. Make the services of said system available within its capacity to all persons in Grantee's service area without discrimination as to race, color, religionI sex, national origin, age, marital status, or physical or mental handicap (possess capacity to enter into legal contract for services) at reasonable charges, including assessments. taxes, or fees in accordance with a schedule of such charges. whether for one or more classes of service, adopted by resolution dated ?320/6 ,as may be modified from time to time by Grantee. The initial rate schedule approved by Grantor. Thereafter, Grantee may make such modifications to the rate system as long as the rate schedule remains reasonable and nondiscriminatory. E. Adjust its operating costs and service charges from time to time to provide for adequate operation and maintenance. emergency repair reserves, obsolescence reserves, debt service and debt service reserves. F. Expand its system from time to time to meet reasonably anticipated growth or service'requirements in the area within its jurisdiction. G. Provide Grantor with such periodic reports as it may require and permit periodic inspection of its operations by a representative of the Grantor. H. To execute any agreements required by Grantor which Grantee is legally authorized to execute. it any such agreement has been executed by Grantee as a result of a loan being made to Grantee by Grantor contemporaneously with the making of this grant, another agreement of the same type need not be executed in connection with this grant. l. Upon any default under its representations or agreements set forth in this instrument, Grantee, at the option and demand of Grantor, wilt repay to Grantor forthwith the original principal amount of the grant stated herein above with the interest at the rate of 5 percentum per annum from the date of the default. Default by the Grantee wilt constitute termination of the grant thereby causing cancellation of Federal assistance under the grant. The provisions of this Grant Agreement may be enforced by Grantor, at its option and without regard to prior waivers by it previous defaults of Grantee, by judicial proceedings to require specific performance of the terms of this Grant Agreement or by such other proceedings in law or equity, in either Federal or State courts, as may be deemed necessary by Grantor to assure compliance with the provisions of this Grant Agreement and the laws and regulations under which this grant is made. . J. Fieturn immediately to Grantor, as required by the regulations of Grantor, any grant funds actually advanced and not needed by Grantee for approved purposes- K. Use the real property including land, land improvements, structures, and appurtenances thereto, for authorized purposes of the grant as long as needed. 1. Title to real property shall vest in the recipient subject to the condition that the Grantee shall use the real property for the authorized purpose of the original grant as long as needed. 2. The Grantee shall obtain approval by the Grantor agency for the use of the reai property in other projects when the Grantee determines that the property is no longer needed for the original grant purposes. Use in other projects shall be limited to those under other Federal grant programs or programs that have purposes consistent with those authorized for support by the Grantor. Bulletin 1780-12 Page 3 3. When the real property is no longer needed as provided in 1 and 2 above, the Grantee shall request disposition instructions from the Grantor agency or its successor Federal agency. The Grantor agency shall observe the following rules in the diaposition instructions: The Grantee may be permitted to retain title after it compensates the Federal Government in an amount computed by applying the Federal percentage of participation in the cost of the . original project to the fair market value of the property. The Grantee may be directed to sell the property under guidelines provided by the Grantor agency. When the Grantee is authorized or required to sell the property, proper sales procedures shall be established that provide for competition to the extent practicable and result in the highest possible return. [Revision 1, 04/17/1998] The Grantee may be directed to transfer title to the property to the Federal Government provided that in such cases the Grantee shall be entitled to compensation computed by applying the Grantee?s percentage of participation in the cost of the program or project to the current'iair market value of the property. - This Grant Agreement covers the following described real property (use continuation sheets as necessary}. . NONE L. Abide by the following conditions pertaining to equipment which is furnished by the Grantor or acquired wholly or in part with grant funds. Equipment means tangible, non-expendable, personal property having a useful life of more than one year and an acquisition cost of $5,000 or more per unit. A grantee may use its own definition of equipment provided that such definition would at least include all equipment defined above. (Barrister: 1, 04/17/1998] 1. Use of equipment. The Grantee shall use the equipment in the project for which it was acquired as long as needed. When no longer needed for the original project, the Grantee shall use the equipment in connection with its other Federally sponsored activities, if any, in the follbwing order of priority: 1) Activities sponsored by the Grantor. (2) Activities sponsored by other Federal agencies. During the time that equipment is held for use on the property for which it was acquired, the Grantee shall make it available for use on other projects if such other. use will not interfere with the work on the project for which the equipment was originally acquired. First preference for such other use shall be given to Grantor Sponsored projects. Second preference will be given to other Federally sponsored projects. Bulletin 1780-12 Page 4 2. Disposition of equipment. When the Grantee no longer needs the equipment as provided in paragraph above. the equipment may be used for other activities in accordance with the following standards: Equipment with a current per unit fair market value of less than $5.000. The Grantee may use the equipment for other activities without reimbursement to the Federal Government or sell the equipment and retain the proceeds. Equipment with a current per unit fair market value of $5.000 or more. The Grantee may retain the equipment for other uses provided that compensation is made to the original Grantor agency or its successor. The amount of compensation shall be computed by applying the percentage of Federal participation in the cost of the original project or program to the current fair market value or proceeds from sale of the equipment. if the Grantee has no need for the equipment and the equipment has further use value. the Grantee shall request disposition instructions from the original Grantor agency. The Grantor agency shall determine whether the equipment can be used to meet the agency's requirements. if no requirement exists within that agency. the availability of the equipment shall be reported. in accordance with the guidelines of the Federal Property Management Regulations (FPMR), to the General Services Administration by the Grantor agency to determine whether a requirement for the equipment exists in other Federal agencies. The Grantor agency shall issue instructions to the Grantee no later than 120 days after the Grantee requests and the following procedures shall govern: (1) if so instructed or if disposition instructions are not issued within 120 calendar days after the Grantee?s request. the Grantee shall sell the equipment and reimburse the Grantor agency an amount computed by applying to the sales proceeds the percentage of Federal participation in the cost of the original project or program. However. the Grantee shall be permitted to deduct and retain from the Federal share ten percent of the proceeds for Grantee's selling and handling expenses. (2) if the Grantee is instructed to ship the equipment elsewhere the Grantee shall be reimbursed by the benefiting Federal agency with an amount which is computed by applying the percentage of the Grantee participation in the cost of the original grant project or program to the current fair market value of the equipment. plus any reasonable shipping or interim storage costs incurred. (3) if the Grantee is instructed to otherwise dispose of the equipment, the Grantee shall be reimbursed by the Grantor agency-for such costs incurred in its disposition. 3. The Grantee's property management standards for equipment shall also include: Flecords which accurately provide for: a description of the equipment; manufacturer's serial number or other identification number; acquisition date and cost; source of the equipment; percentage (at the end of budget year) of Federal participation in the cost of the project for which the equipment was acquired; location. use and condition of the equipment and the date the information was reported; and ultimate disposition data including sales price or the method used tcdetermine current fair market value if the Grantee reimburses the Grantor for its share. A physical inventory of equipment shall be taken and the results reconciled with the equipment records at least once every two years to verify the existence. current utilization. and continued need for the equipment. HUS Bulletin 1780?1 2 Page 5 A control system shall be in effect to insure adequate safeguards to prevent loss, damage, or theft of the equipment. Any loss, damage, or theft of equipment shall be investigated and fully documented. to) Adequate maintenance procedures shall be implemented to keep the equipment in good condition. Proper sales procedures shall be established for unneeded equipment which would provide for competition to the extent practicable and result in the highest possible return. This Grant Agreement covers the following described equipment(use continuation sheets as necessary). NONE M. Provide Financial Management Systems which will include: 1. Accurate, current, and complete disclosure of the financial results of each grant. Financial reporting will be on an accrual basis. 2. Records which identify adequately the source and application of funds for grant-supported activities. Those records shall contain information pertaining to grant awards and authorizations. obligations, unobligated balances, assets, liabilities, outlays, and income. 3. Effective control over and accountability for all funds. property and other assets. Grantees shall adequately safeguard all such assets and shall assure that they are used solely for authorized purposes. 4. Accounting records supported by source documentation. - N. Fletain financial records. supporting documents, statistical records. and all other records pertinent to the grant for a period of at least three years after grant closing except that the records shall be retained beyond the three-year period if audit findings have not been resolved. Micro?lm or phdto copies or similar methods may be substituted in lieu of original records. The Grantor and the Comptroller General of the United States, or any of their duly authorized representatives, shall have access to any books, documents, papers, and records oi the Grantee's government which are pertinent to the specific grant program for the purpose of making audits, examinations, excerpts and transcripts. 0. Provide information as requested by the Grantor to determine the need for and complete any necessary Environmental Impact Statements. P. Provide an audit report prepared in accordance 'with Grantor regulations to allow the Grantor to determine that funds have been used in compliance with the proposal, any applicable laws and regulations and this Agreement. 0. Agree to account for and to return to Grantor interest earned on grant funds pending their disbursement for program purposes when the Grantee is a unit of local government. States and agencies or instrumentallty's of states shall not be held accountable for interest earned on grant funds pending their disbursement. HUS Bulletin 1780-12 Page 6 Ft. Not encumber, transfer or dispose of the property or any part thereof, furnished by the Grantor or acquired wholly or in part with Grantor funds without the written consent of the Grantor except as provided in item above. 8. To include in all contracts for construction or repair a provision for compliance with the Copeland "Anti-Kick Back" Act (18 U.S.C. 874) as supplemented in Department of Labor regulations (29 CFR, Part 3). The Grantee shall report all suspected or reported violations to the Grantor. T. To include in all contracts in excess of $100,000 a provision that the contractor agrees to comply with all the requirements of the Clean Air Act (42 U.S.C. W414) and Section 308 of the Water Pollution Control Act (33 U.S.C. relating to inspection, monitoring, entry, reports, and information, as well as all other requirements specified in Section 114 of the Clean Air Act and Section 308 of the Water Pollution Control Act and all regulations and guidelines issued thereunder after the award of the contract. In so doing the Contractor further agrees: [Revision 1, 11/20/1997] 1. As a condition for the award of contract, to notify the Owner of the receipt of any communication from the Environmental Protection Agency (EPA) indicating that a facility to be utilized in the performance of the contract is under consideration to be listed on the EPA list of Violating Facilities. Prompt notification is required prior to contract award. 2. To certify that any facility to be utilized in the performance of any nonexempt contractor subcontract is not listed on the EPA list of Violating Facilities pursuant to 40 CFR Part 32 as of the date of contract award. - [Revision 1, 11/20/1997] 3. To include or cause to be included the above criteria and the requirements in every nonexempt subcontract and that the Contractor will take such action as the Government may direct as a means oi enforcing such provisions. As used in these paragraphs the term ?facility" means any building, plan, installation, structure, mine, vessel or other floating craft, location. or site of operations, owned. leased, or supervised by a Grantee, copperatcr, contractor, or subcontractor, to be utilized in the performance of a grant, agreement, contract, subgrant, or subcontract. Where a location or site of operation contains or includes more than one building, plant, installation, or structure, the entire location shall be deemed to be a facility except where the Director, Office of Federal Activities, Environmental Protection Agency, determines that independent facilities are co-located in one geographical area. Grantor Agrees That It: A. Will make available to Grantee for the purpose of this Agreement not to exceed 30,000.00 which it will advance to Grantee to meet not to exceed 75.00 percent of the project development costs of the project in accordance with the actual needs of Grantee as determined by Grantor. 8. Will assist Grantee, within available appropriations, with such technical assistance as Grantor deems appropriate in planning the project and coordinating the plan with local of?cial comprehensive plans for sewer and water and with any State or area plans for the area in which the project is located. C. At its sole discretion and at any time may give any consent, deferment, subordination. release, satisfaction, or termination of any or all of Grantee's grant obligations, with or without valuable consideration, upon such terms and conditions as Grantor may determine to be (1) advisable to further the purpose of the grant or to protect Grantor?s financial interest therein and (2) consistent with both the statutory purposes of the grant and the limitations of the statutory authority under which it is made. Bulletin 1780-12 Page 7 Termination of Th is Agreement This Agreement may be terminated for cause in the event of default on the part of the Grantee as provided in paragraph I above or for convenience of the Grantor and Grantee prior to the date otcompletion of the grant purpose. Termination for convenience will occur when both the Grantee and Grantor agree that the continuation of the'project will not produce bene?cial results commensurate with the further expenditure of funds. in witness whereof Grantee on the date first above written has caused these presence to be executed by its duly authorized Mayor attested and its corporate seal affixed by its duly authorized Clerk Attest: [l f) By (M 42/000421: CARLA BROCKMEIER (Ti lerk . g/ 3 DEANNA DEMUZIO (Title) Mayor UNITED STATES OF AMERICA RUR .. .sy getter um 51m BOBETT DUNPHY a (Title) Area Specialist r-m STATE OF ILLINOIS MACOUPIN COUNTY October 2, 201 7 CITY COUNCIL marmo PRESENT: Alderman Bilbruck, Alderman Brockmeier, Alderman Campbell, Alderman Direso, Alderman Downey, Alderman Oswald, Alderman Toon, Mayor Deanna Demuzio, City Attorney Rick Bertinetti, City Clerk Carla Brockmeier, Treasurer Jody Reichmann, Police Chief Haley, Zoning Administrator Steve Parr, FWD Tim Hasara Absent: AldermanHeigert Approval of Previous Minutes - Motion was made by Alderman Downey to approve minutes, seconded by Direso, motion passed unanimously. Approval of Bills/Approval of Lake Bills/Lake Adhoc Bills/Lake Watershed - Motion made to approve all listed by Alderman Direso, seconded by Campbell, motion passed unanimously. Correspondence SS Mary and Joseph Church Approval for a ?reworks demonstration on October 7, 2017 at the SS Mary and Joseph Church Fall Festival was given after a motion was made by Alderman Toon, seconded by Direso, motion passed unanimously. Shrine Deanne Berrey Ameren Illinois Macoupin Co. CEO Class Motion to approve all of the above listed correspondence and place on ?le was made by Alderman Direso, seconded by Downey, motion passed Unanimously. Public Comment Mayor asked public to be cautious during burn day the ?rst 7 days of the month due to drought conditions. Matt Turley addressed the council making counter points to water entity and Alderman Campbell?s comments regarding the Regional Water Concept. Page 2 Old Business Ordinance Granting Variance 502 West First South - Motion was made by Alderman Downey, seconded by Toon to suspend the rules and pass the ordinance, motion passed unanimously. Motion was made by Alderman Downey, seconded by Toon to pass Ordinance Granting Variance at 502 West First South, motion passed unanimously. New Business Enterprise Property Addition Mary Beth Bellm representing the Macoupin County Enterprise Zone addressed the council regarding an ordinance amending the Macoupin County Enterprise Zone and the Intergovernmental Agreement by cities of Gillespie, Carlinville and Macoupin County for the address of 18804 Route 4, Carlinville, IL. Motion was made to su3pend the rules by Alderman Bilbruck, seconded by Downey, motion passed unanimously. Motion was made to approve the addition pending purchase of 2.48 acres and adding to the enterprise zone by Alderman Downey, seconded by Direso, motion passed unanimously. Water Entity Update Alderman Campbell gave an update on the August and September meetings of the IL Alluvial Regional Water Company. Discussion took place with questions answered. Campbell also explained her position and support of the regional water concept. Clari?cation of Water Representative Powers to Act and Responsibilities - Continuing the discussion above Alderman Campbell wanted to explain her reasoning for abstaining from voting at the last regional water meeting and wanted clari?cation of her duties as the representative, and a motion to clarify those duties. Alderman Toon made a motion to give Campbell the authority to vote, but not to spend any funds without council approval. Alderman Toon then later rescinded the motion, with Alderman Oswald then making a motion that Alderman Campbell have the power to act and appropriate funds as representative of Carlinville to the IL Alluvial Regional Water Company, seconded by Direso, motion carried with Brockmeier, Direso, Downey, Oswald, Mayor voting aye, Toon, Bilbruck, voting nay, Campbell abstaining. Unsafe Property - 224 W. South Chief Haley has inspected property at 224 W. 15? South and deemed unsafe, he asked council to deem an unsafe property, so proceedings could begin to have the preperty secured. Motion was made by Alderman Direso, seconded by Downey to deem unsafe, motion passed unanimously. Resolution Carlinville (CRV) Agreement - motion was made to approve resolution between IDOT, Amtrak and the City of Carlinville for the P038 System at the train station by Alderman Downey, seconded by Direso, motion passed unanimously. Page 3 Bank Loan Bids - Treasurer Reichmann contacted the four local banks regarding ?nancing for a new backhoe. Financing from Cat was not available due to an insurance con?ict. UCB had the best rate at 2.45% for 4 yrs., Bank and Trust 2.61% 4 yrs., and CNB at 3.48% for 5 yrs. Motion was made to approve UCB at 2.45% by Alderman Downey, seconded by Direso, motion passed unanimously. Motion to adjourn was made by Alderman Downey at 8:25 seconded by Direso, motion passed unanimously. Deanna Demuzio, Mayor Attest: Carla Brockmeier, City Clerk CORPILLC - File Detail Report 10f] CORPORATION FILE DETAIL REPORT . File Number 71591573 any "sens WETNE .. . . East, was" c?gpomion garners; D-atew "1255:2017 (Domestic) Agent nan-1; SUE CAMPBELL I 1009 STATE-RIGHWAY 16 {Regent any" JERSEWILLE Agentzn @362052 Annual Regan Filing i I Date Return to the Search Screen OTHER SERVICES File Annual Report I Adopting Assumed Name] __A_rigldes of we?gment ft Name ?@932, Duration Date f: PERPETUAL I ILLINOIS ALLUVIAL REGIONAL WATER COMPANY, INC. Type of Corp State ILLINOIS - Agent Change Date 1210512017 President Name 81 Address . Secretaty Name 8. Address I For Year (One Certi?cate per Transaction) Change of Registered Agent and/or Registered Of?ce Address BACK TO CYBERDRNEILLINOIS.COM HOME PAGE 21220013, 11:42 AM Foreman Kessler, Ltd. Attorneys at Low Main Of?ce Conference Room 304 E. Main 22] E. Broadway, Ste l06 Salem. IL 62881 Centralia. IL 62301 Tel: 618-548-3900 (By Appointment Only) Fax: 618-548-9344 December 2017 Mr. Daniel O'Brien Attorney. City of Carlinville 33! E. ls' St. South Carlinvillc. IL 62626 w?o e-moil only RE: Notice of Criminal Trespass Illinois Alluvial Regional Water Company, Inc. Dear Dan. Please be advised that I represent Illinois Alluvial Regional Water Company, Inc. I am writing to explain the nature of the organization and perhaps more importantly to point out the distinction between it and its constituent municipal members as regards the Open Meetings Act and the right to prohibit uninvited persons from attending and/or attempting to disrupt our meetings. Illinois Alluvial Regional Water Company. Inc. is an Illinois Not for Pro?t Corporation. It currently consist of three (3) members: The City of Carlinvillc, the Village of Dorchester and Jersey County Rural Water Company. The City of Carlinville is a municipal corporation as is the Village of Dorchester. Jersey County Rural Water Company is a private, Not for Pro?t Corporation. The City ot?CarIinville and the Village ot'Dorchester are units of local government. Jersey County Rural Water Company is 1191. Municipalities are subject to the Open Meetings Act. Private Not for Pro?t Corporations such as Illinois Alluvial Regional Water Company, Inc. and Jersey County Rural Water Company are m. Article VII, Section 10 of the Illinois Constitution allows municipalities tojoin together and associate with private corporations in any manner not expressly prohibited by law. Mere Speci?cally. the second sentence of subpamgraph of said Section in pertinent part provides: "Units of local government may contract and otherwise associate with individuals. associations and corporations in am manner not prohibited by law or bv ordinance". (Emphasis Supplied) An "association" is. inter cilia, de?ned as an organization or partnership of persons or entities having a common purpOse or goal. Likewise, to "associate? is to unite. combine or join together to pursue a common interest or purpose. 805 ILCS 105/] 03.05, The Illinois Not For Pro?t Business Corporations Act, expressly states that Not for Profit Corporations may be organized for the purpose of owning and operating water supply facilities for drinking and general domestic use on a mutual cooperative basis. Illinois Alluvial Regional Water Company. Inc. is an ?association? amongst two (2) units ot?local government and a private, not for pro?t corporation, united for a common purpose, namely the provision of potable water to its members on a mutual cooperative basis and is thus expressly authorized by the Illinois Constitution and the Illinois Not for Pro?t Business Corporations Act. Article VII, Section 10, of the Illinois Constitution eliminated the effect of what is commonly referred to as ?Dillon?s Rule? with respect to intergovernmental agreements and municipal associations with private corporations. Dillon?s Rule is a common law rule which limits the powers of municipal corporatinns to those expressly granted or incident to powers expressly granted by the General Assembly. The rule resolved any doubt as to the existence of a power against the municipality. (Elsemm v. City of Chicago (1929), 334 Ill. 78, 165 N.E. 129.) Article VII, Section 10 of the Constitution was intended to encourage cooperation among units of local government and corporations so as to remove the necessity of express or implied statutory authorization for these types of cooperative ventures, because they are believed to be in the public's best interest. (Vilhrge of Elmwaad Park v. Forest Preserve of Cook County (1974).21 597, 316 N.E.2tl 140.) The drai?lers oflhe State Constitution recognized that Dillonis Rule operated against, rather than in favor of, the public health, safety and welfare in this particular context. it essentially handcuffed local governmental units and prevented them from going forward with many projects. Article VII, Section 10, abrogated Dillon?s Rule of strictly construing legislative grants of authority to local government units. It reversed Dillon?s Rule as a matter of public policy in recognition of the public bene?t which results from such cooperation. Corme?y v. County ofClarlr (1973), 16 Ill.App.3d 947, 307 128 and l?iliage v. Vi?age of 106 Ill.App.3tl 174 (1932). In Village ofSlzermrm v. Village of Williamsvi?e, 106 174 (I 982). the Court found. the municipalities were authorized to enter into the disputed water supply contract, despite absence of the actual express statutory grant of authority to do 50. Although the Witage of Sherman. supra involved the right of two (2) municipalities to contract with a water commission pursuant to the ?rst sentence of Subparagraph of Article VII, Section 10, the ruling applies with equal Force to the second sentence as well. In so holding, the Court relied upon the following excerpts front the Constitutional Convention which explains the advantages of allowing these types of intergovernmental agreements, combination of powers and associations. in pertinent part stating: In.) t- it permits smaller units of local eovemment. by combininn_to perform speci?c services or Functions. to develon economies of scale with resultant cost reductions- We think. in the long run, that vigorous intergovernmental cooperation will reduce the need for special districts and will perntit the provision of services which no single unit can provide. Record of Proceedings, Sixth Illinois Constitutional Convention 342i (hereinafter cited as Proceedings). "You will notice that the language of the intergovernmental cooperation article is based upon an af?rmative grant of self-executing power which. in essence. means that it?s there unless it?s prohibited by the General Assemblv~bv general law. So it?s a provision that says. 'You can do it unless the General Assembly savs you 4 Proceedings 3426. (Emphasis Supplied) This is precisely the reason why these three (3) entities decided to associate with one another to form Illinois Alluvial Regional Water Company, Inc. To achieve an economy of scale with respect to the provision of water services that any one acting alone could not accomplish. Any suggestion that the municipality does mt have the authority to join this organization is simply wrong and if necessary, will be demonstrated in a court of law. I would strongly recommend the City not take legal advice from uneducated, lay persons and ?watchdog groups? who misapprehend the law and simply do not know what they are talking about. ll] inois Alluvial Regional Water Company, lnc., being a private Not for Pro?t Corporation, is n_o_t subject to the Open Meetings Act, notwithstanding the fact that two (2) of its members are. Likewise, the fact that those constituent members contribute money to Illinois Alluvial Regional Water Company. lnc. does not alter the result. See Hopfv Top Corp, Inc, 256 Ill. App. 3d 887, (15' Dist 1993) and Rockford Newspapers Inc. Northern Illinois Council on Alcoholism and Drug Dependence, 64 Ill. App. 3d 94 (2?6 Dist. 1978). In the past, certain members of the Carlinville City Council have violated the Open Meetings Act in furtherance of an ill-fated attempt to obstruct my client?s business. My purpOSe in writing is to notify you that I am hereby putting a stop to that interference. Please be advised that henceforth, no members of your city council, other than your appointed representative, will be pennitted to attend our meetings. I will no; permit uninvited members of your City Council from conducting an unauthorized, suo rpome meeting within our meeting. To illustrate, the Open Meetings Act applies anytime a majority of a quorum of a public body is present pg! public business of that municipality is being discussed. The Carlinville City Council consist of eight (8) members. Hence, live (5) or more members of the municipal board constitutes a quorum. Three (3) members constitutes a majority of a quorum. As a result, if tluee (3) or more City Council members are present at any location a_n_d_ begin discussing the municipality?s own business, as distinguished from Alluvial Regional Water Company, Inc's business. then a meeting of the City of Carlinvilie is taking place and the City must comply with the Open Meetings Act. This was recently the case when three (3) members of Carlinville City Council, (not counting the appointed representative) showed up at our meeting and began debating whether it was a good idea for Carlinville to participate in illinois Alluvial Regional Water Company, Inc. or seek Other, alternative potable water sources. On that occasion a meeting of the City of Carliuville erupted within a meeting of the Alluvial Regional Water Company, Inc., which meeting is otherwise n_ot a public meeting. This disrupts the normal order of business and creates problems for both Illinois Alluvial Regional Water Company, Inc. and the City of Cnrlinville. Illinois Alluvial Regional water Company. Inc. meetings are mt the time or place for the City of Carlinville to discuss its internal business. The issue of whether the City of Carlinville should be a member or not is an issue that should be discussed in an open meeting of the City of Carlinville, n_ot a private meeting of Illinois Alluvial Regional Water Company. Inc. Having appointed a representative to Alluvial Regional Water Company, Inc., that decision appears to have already been made. The motive of those second guessing of that decision escapes me. Nevertheless, the point remains that our meetings are not the appropriate forum for these people to discuss that issue. Simply put, as the legal representative for Illinois Alluvial Regional Water Company, Inc. will MEI permit our meeting to be hijacked by certain members of your City Council to divert attention onto a tangent issue which is relevant only to a disgruntled faction of your board. Those matters must be vented in house, n_ot at our meetings. Our meetings are to discuss the business of Illinois Alluvial Regional Water Company, lnc. Consequently, please be advised that henceforth all members of your City Council, other than your appointed representative are prohibited from attending ottr meetings. Please consider this correspondence as Notice pursuant to 720 ILCS 5121-1 etseq. that said persons, including but not limited to, Randy Bilbruck, Kim Heigert and Beth Toon, shall n_ot enter the premises where the meetings of Illinois Alluvial Regional Water Company, Inc. are taking place- To that end, Jersey County Rural Water Company will post a Notice at the entrance to the building where said meetings will be held to notify said persons that they may not enter. Any attempted violation of this Notice will be reported to local law enforcement as a criminal trespass and will be enforced and prosecuted as such. It is unfortunate that a small group of nus-informed individuals 'with personal agendas seeks to stand in the way of the entire community?s lawful attempts to seek a safe. stable source of potable water for many years in the future, but such is the nature of our recent political environment. I hope you can appreciate my reason for having to take such a ?rm stance on this issue. Thanking you, I remain. Sincerely yours. F0 KESSLER, LTD. ?rl?J David M. oreman