MINUTES OF MEETING OF BOARD OF DIRECTORS HARRIS COUNTY MUNICIPAL UTILITY DISTRICT NO. 153

January 18, 2017

THE STATE OF TEXAS COUNTY OF HARRIS HARRIS COUNTY MUNICIPAL UTILITY DISTRICT NO. 153

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The Board of Directors (the "Board") of Harris County Municipal Utility District No. 153 (the "District") met in regular session, open to the public, at the offices of Norton Rose Fulbright US LLP, 1301 McKinney St., Ste. 5100, Houston, Texas 77010, at 11:30 a.m. on Wednesday, January 18, 2017, whereupon the roll was called of the members of the Board, to-wit:

All members of the Board were present, except Director Claytor, thus constituting a quorum. Also attending all or portions of the meeting were Mr. Greg McKenzie of Academy Development; Mr. Greg East of Perdue, Brandon, Fielder, Collins & Mott, L.L.P., delinquent tax attorneys for the District; Messrs. Daniel Mayo and Jess Fields of Rosewood Funeral Home; Ms. Kim Spurlock of Lake Houston Executive Suites, LLC; Messrs. Gary Hastings and Mike Williams of Municipal Operations & Consulting, Inc. ("MOC"), operator for the District; Mr. Matt Froehlich and Ms. Susana Blauser of BGE, Inc. ("BGE"), engineers for the District; Mr. Mark Cervantes of Van De Wiele & Vogler, Inc., engineer for Merrylands Interests; Mr. Cory Burton of Municipal Accounts and Consulting, L.P. ("MA&C"), bookkeeper for the District; Ms. Michelle Guerrero of Bob Leared Interests, tax assessor-collector for the District; and Mr. Dimitri Millas, Mr. Neil Thomas and Ms. Brenda Presser of Norton Rose Fulbright US LLP ("NRF"), attorneys for the District.

The meeting was called to order and, in accordance with notice posted pursuant to law, copies of certificates of posting of which are attached hereto as Exhibit A, the following business was transacted:

1. Public Comments. The Vice President recognized Ms. Spurlock, who addressed the Board concerning a previous understanding about the District providing sanitary sewer service to her facility pursuant to a sanitary sewer easement previously granted to the District. Discussion ensued regarding issues for connecting to service in the District's customary procedure, timeline for installation of District's lines versus Verizon's lines, damage to District's "stack," alternative solutions for connection, and possible costs. After a full discussion, the Board requested that: 1) MOC provide costs for connecting sanitary sewer service to Ms. Spurlock's facility; 2) BGE confirm the date the sanitary sewer line was installed; 3) NRF contact Verizon regarding damage to the District's stack; and 4) Ms. Spurlock to confirm the last date that Verizon excavated any portion of the easement area. All such information was requested by February 15, 2017.

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Sam Claytor, Jr., President Rick Soliz, Vice President Ed Cocetti, Secretary Ed Wilcox, Assistant Secretary Allen Roe, Assistant Secretary

The Vice President recognized Mr. Jess Fields, who requested the Board's consideration for a free tap. Mr. Fields reviewed a quote from MOC dated December 20, 2017 for tap and inspection fees for $86,763.60 whereby MOC will perform the installation, a copy of which is attached as Exhibit B-1. He also reviewed and discussed a revised quote from MOC dated January 13, 2017, that excludes traffic control and permits, provides a shorter tap and meter, and incorporates Rosewood's contractors to perform a majority of the installation for $11,903.60, a copy is attached as Exhibit B-2. Discussion ensued regarding the risks and costs for outside contractors to tie-in to the District facilities and the costs for the District's Operator to tie-in to District facilities. Mr. Fields reported that the District was previously granted a sanitary sewer easement by Rosewood Funeral Home and that he understood that a free tap was included with the easement. A copy of the Sanitary Sewer Easement was not provided at the meeting. It was the consensus of the Board to discuss this matter further following the Operator's Report.

2. Minutes of the meeting of December 21, 2016. Minutes of the meeting of December 21, 2016, previously distributed to the Board, were presented for consideration and approval. Upon motion by Director Cocetti, seconded by Director Roe, after full discussion and the question being put to the Board, the Board voted unanimously to approve the minutes as presented.

3. Authorization of Additional Penalty on Delinquent Taxes. It was the consensus of the Board to defer this item to the next meeting.

4. Consider property tax exemptions. It was the consensus of the Board to defer this item to the next meeting.

5. Tax Assessor and Collector's Report, status of delinquent tax accounts, and payment of bills. Ms. Guerrero presented to and reviewed with the Board the Tax Assessor-Collector's Report for December, a copy of which is attached hereto as Exhibit C. Ms. Guerrero reported that 7.4% of the District's 2016 taxes had been collected as of December 31, 2016 .

Mr. East discussed tax liens and delinquent tax collection schedule and process.

Upon motion by Director Cocetti, seconded by Director Roe, after full discussion and the question being put to the Board, the Board voted unanimously to approve the Tax Assessor-Collector's Report and to authorize the expenditures listed therein.

6. Update on eminent domain proceeding for detention pond. Mr. Thomas stated there are no updates to report.

7. Report on Eminent Domain Filing. Mr. Thomas reported that the District is required to file an annual report on eminent domain activities with the Texas Comptroller's office by February 1st of each year. He stated there are no eminent domain activities to report for last year and NRF will file the report as required. Upon motion by Director Cocetti, seconded by Director Row, after full discussion and the question being put to the Board, the Board voted unanimously to authorize NRF to file the District's 2017 eminent domain annual report.

8. Bookkeeper's Report, Investment Report, payment of bills, and take any necessary action. Mr. Burton presented to and reviewed with the Board the Bookkeeper's Report, a copy of which is attached hereto as Exhibit D. Mr. Burton reviewed disbursements

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from the General Operating Fund and reported that the amounts for check numbers 7120 through 7125 have been left blank pending receipt of invoices for garbage, utilities, telephone, shared lift station expenses due to Harris County Municipal Utility District No. 132, and Special Revenue Fund monthly billing. He then reviewed disbursements from the Capital Operating Fund, and Special Revenue Fund.

Upon motion by Director Wilcox, seconded by Director Roe, after full discussion and the question being put to the Board, the Board voted unanimously to approve the Bookkeeper's Report, and to authorize payment of the checks in the amounts and for the purposes listed therein.

9. Order Adding Land. It was the consensus of the Board to defer this item to the next meeting.

10. Amended District Information Form. It was the consensus of the Board to defer this item to the next meeting.

11. Authorize submission of change affecting voting to U.S. Department of Justice. It was the consensus of the Board to defer this item to the next meeting.

12. Developer's Report. Mr. Froehlich introduced Mr. McKenzie and reported that he is replacing Jennie Trapolino, who has retired, from Academy Development. Mr. McKenzie briefly updated the Board on his background and role at Academy Development.

Mr. Froehlich reviewed the Developer's Report and updated the Board on Harris County Municipal Utility District No. 494 ("494"). He reported there are 197 occupied homes, and 75 homes vacant or under construction.

Mr. Froehlich reported on Harris County Precinct Two's acquisition of 20 acres within the District for construction of a park.

Upon motion by Director Wilcox, seconded by Director Roe, after full discussion and the question being put to the Board, the Board voted unanimously to approve the Developer's Report, which is included in the Engineer's report.

13. Acceptance of 20' Water Line Easement from Walden on Lake Houston Community Services Association ("CSA"). Mr. Froehlich reported that the CSA has granted the 20-foot waterline easement that the District required at the intersection of West Lake Houston Parkway and Aerobic Avenue. Upon motion by Director Wilcox, seconded by Director Roe, after full discussion and the question being put to the Board, the Board voted unanimously to accept the Water Line Easement granted by CSA, a copy of which is attached as Exhibit E.

14 Engineer's Report, including review of Engineer's projects, and capital repairs. Mr. Froehlich presented to and reviewed with the Board the Engineer's Report, a copy of which is attached hereto as Exhibit F.

Mr. Froehlich updated the Board on Water Plant No. 2, noting that the project is near completion. He stated that CenterPoint Energy has revised the easement to establish permanent power at the site. He presented and recommended approval of an Electric Easement, granted by the District to CenterPoint Energy Houston Electric, LLC ("CenterPoint"), Facilities Extension Agreement with CenterPoint, and to authorize payment of the Non-

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Refundable Construction Payment for $2,544.00 to CenterPoint for the Facilities Extension Agreement.

Discussion ensued regarding another sewer back-up in the home of the Board President, and proposed solutions. Mr. Froehlich reported the pumps were not operating at full capacity.

It was the consensus of the Board to defer discussion of an amendment to the Water Supply and Sanitary Sewer Agreement with Harris County Municipal Utility District No. 494 until requested revisions have been incorporated.

Upon motion by Director Wilcox, seconded by Director Roe, after full discussion and the question being put to the Board, the Board voted unanimously to approve the Engineer's Report, to approve and authorize execution of the 20' Waterline Easement granted by CSA, to approve and authorize execution of Electric Easement and Facilities Extension Agreement, and authorize payment of $2,544.00 to CenterPoint for Water Plant No. 2.

15. Atascocita Joint Operations Board ("AJOB") report. There were not updates to report.

16. Update on appeal on claim to insurance policy for sewage back-up. Mr. Mraz sent an update via NRF that he is waiting on District's engineer to provide additional information for preparation of another appeal to TML.

17. Discuss notice to Verizon regarding District easement. This matter was previously discussed under Public Comments.

18. Operator's Report and hearing on delinquent accounts. Mr. Hastings presented to and reviewed with the Board the Operations Report, a copy of which is attached hereto as Exhibit G. He reported that the District billed 93% of its pumped water for the period November 28, 2016, through December 21, 2016. Mr. Hastings reviewed the Termination List and Uncollectible Accounts List, included in the Operations Report, and requested the Board's authorization to transfer five uncollectible accounts to the uncollectible roll. Upon motion by Director Cocetti, seconded by Director Roe, after full discussion and the question being put to the Board, the Board voted unanimously to approve the Operator's Report; and to terminate the delinquent accounts in accordance with the District's rate order.

Executive Session. The Vice President of the Board, Rick Soliz, having opened the meeting in open session and conducted such business as was in accordance with the District's agenda, announced that the board would hold a closed meeting pursuant to Sections 551.071 and 551.072 of the Texas Government Code. Mr. Thomas announced that the time was 1:15 p.m.

In the closed meeting, the Board discussed action regarding installation of a tap to District's sanitary sewer service line. Upon conclusion of the closed meeting, the Board reconvened in open session. Mr. Thomas announced that the time was 1:35 p.m.

Upon motion by Director Roe, seconded by Director Wilcox, after full discussion and the question being put to the Board, the Board voted unanimously to authorize the District's Operator to install a tap at Rosewood Funeral Home, if no evidence is produced that confirms the District's agreement for a free tap, at cost and subject to acceptance by Rosewood Funeral

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Home.

19. Republic Services Report. Ms. Nussa notified NRF that she is unable to attend meeting due to flash flood conditions and reported that she will transmit electronic copies of Republic Services Report to the Board of Directors.

20. Other matters. No other matters were presented to or discussed by the Board.

21. Next Meeting Date. It was the consensus of the Board to hold the next monthly Board meeting on February 15, 2017, at 11:30 a.m. at the offices of Norton Rose Fulbright, 1301 McKinney, Ste. 5100, Houston, Texas 77010.

THERE BEING NO FURTHER BUSINESS TO COME BEFORE THE BOARD, the meeting was adjourned.

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The foregoing minutes were passed and approved by the Board of Directors on February 15, 2017.

ATTEST:

C*M. Secretary, Board of Directors

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