ELM RIVER JOINT WATER RESOURCE DISTRICT RESOLUTION AUTHORIZING ELM RIVER DAM NO. 1 AND THE DAM OF THE ELM RIVER NO. 2 IMPROVEMENT PROJECT NO. 2022-01 WHEREAS, Elm River Joint Water Resources District (the “District”) is a joint water resources district and political subdivision created under ND Cent. Chapter 61-16.1 of the Code, consisting of the Traill County Water Resources District, the Steele County Water Resources District and the North Cass Water Resources District. WHEREAS, in the 1950s and 1960s, the Soil Conservation Service (the “SCS”), a precursor to the Natural Resources Conservation Service, constructed the Elm River Dam No. 1 (commonly referred to as the “Steele County Dam”), Elm River Dam No. 2 (commonly known as “Augustadt Dam”) and Elm River Dam No. 3 (commonly known as “Cass County Dam”), as well as channel improvements in portions of the Elm River channel ; these water infrastructure improvements are, collectively, the “Elm River Improvements”. WHEREAS neither the SCS nor any other federal agency operates and maintains any of these water infrastructure improvements and has passed no funds to local water boards to finance or fund operating costs , maintenance or improvement relating to Elm River improvements. WHEREAS the Water Resources Districts of Traill, Steele and North Cass have recognized that improvements to the Elm River benefit real estate, public infrastructure and communities within their three respective geographic boundaries and have formed the Joint Water Resources District Elm River Water (the “District”) to manage, operate and maintain the Elm River Improvements. WHEREAS, The District has conducted proceedings under North Dakota law to create the ELM RIVER MAINTENANCE DISTRICT; The purpose of the ELM RIVER MAINTENANCE DISTRICT is to generate dollars to fund and fund the operations, maintenance and improvements of Elm River Improvements. WHEREAS Elm River Dam No. 1 and Elm River Dam No. 2 are both in need of major repairs and upgrades. WHEREAS, The District plans to proceed with a project to modify or replace the main spillway structures and associated appurtenances for Elm River Dam No. 1 and Elm River Dam No. 2, to ensure proper operation of dams, to ensure that dams continue to provide flood damage mitigation benefits to property and infrastructure downstream of dams, for safety purposes, and to ensure compliance with current standards of design of North Dakota Dams, a project the district calls ELM RIVER DAM NO. 1 AND THE DAM OF THE ELM RIVER NO. 2 IMPROVEMENT PROJECT NO. 2022-01 (the “Project”). WHEREAS the District has secured substantial cost-share commitments from the State of North Dakota and the Joint Red River Water Resources District to construct the Project and cover local Project expenses for properties , entities and communities that benefit from improvements to the Elm River. WHEREAS the Project will not require the addition of any new properties to the existing ELM RIVER SERVICE DISTRICT or any further expansion of the ELM RIVER SERVICE DISTRICT. WHEREAS, moreover, additional assessments will not be necessary to build the project; rather, in accordance with North Dakota law, the District will use funds generated from the ELM RIVER MAINTENANCE DISTRICT’s annual levies to fund and fund the local portion of project expenses. THEREFORE BE IT RESOLVED that the District find, determine and declare the need to construct, operate, manage and maintain the project. BE IT FURTHER RESOLVED that the Project will provide flood damage mitigation benefits downstream of Elm River Dam #1 and Elm River Dam #2. BE IT FURTHER RESOLVED that the District designate and authorize Moore Engineering, Inc., and Ohnstad Twichell, PC, respectively, to perform the following duties on behalf of the District relating to the construction, financing, operation, management, ownership and Project maintenance: to host the project; b) prepare profiles, plans and specifications for the construction of the project; c) identify the temporary and permanent right-of-way that the district must acquire to accommodate the project; d) Engage appraisers to carry out real estate appraisals to identify fair compensation for the temporary and permanent right-of-way that the district must acquire to accommodate the project; e) negotiate with landowners and otherwise administer the acquisition of the right of way; f) acquire the temporary and permanent right-of-way required to accommodate the project, in the name of the district and at the values ​​fixed by the district; (g) coordinate the relocation of utilities required to accommodate the project; (h) post bids for the construction of the Project as required by North Dakota law; i) administering tenders and the administration of construction contracts; j) cooperate with road authorities and otherwise administer all road crossing improvements necessary to accommodate the Project; (k) prepare a bond issue and otherwise secure project financing; l) seek and obtain all necessary permits and approvals from all applicable federal and state entities, including the North Dakota Department of Water Resources; m) seek cost sharing from any applicable federal, state, or local government entity, including the North Dakota State Water Commission and the Red River Joint Water Resource District; and (n) otherwise perform all other duties necessary to fund, finance, develop, design, construct, operate, manage, own and maintain the Project. BE IT FURTHER RESOLVED that the District will use the annual levy funds generated by the ELM RIVER MAINTENANCE DISTRICT in accordance with North Dakota law to fund and fund the local portion of project expenses. BE IT FURTHER RESOLVED that because the District will not obligate the ELM RIVER MAINTENANCE DISTRICT for costs beyond the maximum maintenance levy threshold of four dollars over a six-year period, the Project does not require a surplus levy vote, a supplemental assessment district vote, or any other additional legal process under North Dakota law. APPROVED: Robert Thompson, President CERTIFICATE: Jessica Spaeth Secretary Date of Approval: April 19, 2022 (April 27, 2022) 55502