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027-06BOARD OF SUPERVISORS RESOLUTION AGREEING TO THE ANNEXATION OF PROPERTY OF SHEN-VALLEY LIME INTERMEDIARY AND SOUTHERN STATES WINCHESTER COOPERATIVE, INC. INTO THE TOWN OF STEPHENS CITY WHEREAS, the County of Frederick, Virginia, and the Town of Stephens City, Virginia, entered into a Voluntary Settlement Agreement dated Apri126, 2005; and WHEREAS, this Voluntary Settlement Agreement was approved by a Special Three-Judge Court on June 25, 2005; and WHEREAS, the County of Frederick is in receipt of a request from Shen-Valley Lime Intermediary and Southern States Winchester Cooperative, Incorporated, for the annexation of 174.2236 acres, more or less, situate in the Phase II Annexation area, into the Town of Stephens City. NOW, THEREFORE, BE IT RESOLVED, that the Board of Supervisors of the County of Frederick, Virginia, has no objection to the annexation of property of Shen- '~ Valley Lime Intermediary and Southern States Winchester Cooperative, Incorporated, into the Town of Stephens City pursuant to the Voluntary Settlement Agreement dated April 26, 2005, and approved by the Special Three-Judge Court on June 25, 2005. ADOPTER this 13`h day of December, 2006. VOTE: Richard C. Shickle Aye_ Gene E. Fisher Bill M. Ewing Ave Philip A. Lemieux A~ Charles S. DeHaven, Jr. Ave Barbara E. Van Osten Aye Gary W. Dove ~'? ~~ J iley, Jr., Clerk Resolution No.: )27-06 COUNTY of FREDERICK John R. Riley, Jr. County Administrator 540/665-5666 Fax 540!667-0370 E-mail: j riley C~ co.frederick.va.us i ~,(1 epjs, ap ~~~1~ ] ~ ~'kA! p ## a ~` TO: FROM: SUBJECT: DATE: Board of Supervisors John R. Riley, Jr., County Administrator ~ ~~E-'1 Town of Stephens City Phase II Annexation Area Request December 7, 2006 You will find attached a request from Mr. Michael L. Bryan, legal counsel for Shen-Valley Lime Interntediary, L.L.C. and Southern States Winchester Cooperative, Incorporated for the proposed ~" annexation of 174.2236 acres, more or less, located in the Phase II Annexation area, per the Voluntary Settlement Agreement between the Town of Stephens City and the County of Frederick, Virginia, dated Apri126, 2005. This request has been reviewed by Mr. Richard Cranwell, attorney, for compliance with the Voluntary Settlement Agreement. Mr. Cranwell has advised that his questions had been adequately addressed and, if the Board has no objection, a resolution approving this request would be appropriate. If this request is approved, the Town intends to conduct its public hearing on this annexation request at its December 19, 2006 meeting. Should you have any questions or need additional information, please do not hesitate to contact me. JRR/j et Attachment 107 North Kent Street Winchester, Virginia 22601-5000 BRYAN & COLEMAN, P.L.C. ATTORNEYS AT LAW 9 COURT SQUARE, 2nd Floor WINCHESTER, VIKGINIA 22601 TELEPHONE: (540)545-4130 FAX: (540)545-4131 MICHAEL L. BRYAN, ESQUIRE November 8, 2006 HAND DELIVERED John R. Riley, Jr., County Administrator County of Frederick 107 North Kent Street Winchester, Virginia 22601 Email: mbryan2(,eartl~link.net RE: Proposed Annexation/Shen-Valley Lime Intermediary, L.L.C. and Southern States Winchester Cooperative, Incorporated Lands Dear John: Please find enclosed the following documents in connection with the proposed annexation of 174.2236 acres, more or less, located in the Phase II Annexation Area as referenced in the Voluntary Settlement Agreement Between The Town of Stephens City and Frederick County dated Ap~i126, 2005: Resolution of Intent to Adopt Ordinance of Annexation as adopted by the Town Council of the Town of Stephens City, Virginia at its monthly meeting held on Tuesday, November 7, 2006. 2. Annexation Notice, together with attached Exhibits (Boundary Survey and Metes and Bounds Descriptions). 3. Copy of landowners' request to have 174.2236 acres, more or less, annexed into the Town. Please acknowledge receipt of these documents as indicated below. Thank you. r__-_ Enclosures ACKNOWLEDGMENT: Receipt of Resolution of Intent to Adopt Ordinance of Annexation and Annexation Notice is hereby acknowledged: Date: November , 2006 COUNTY OF FREDERICK, VIRGINIA By: Its: RESOLUTION OF INTENT TO ADOPT ORDINANCE OF ANNEXATION WHEREAS, by that certain Voluntary Settlement Agreement Between The Town Of Stephens City and Frederick County dated April 26, 2005 (the "Annexation Agreement', the County of Frederick, Virginia (the "County") and Town of Stephens City, Virginia (the "Town") that the Town may annex by ordinance approximately 350 acres of land south of the existing Town corporate limits referred to in the Agreement as the Phase II Annexation Area in accordance with the terms of the Annexation Agreement; and WHEREAS, the Annexation Agreement was approved by the Circuit Court of Frederick County, Virginia sitting as a Special Court by Panel Order entered on June 25, 2005; and WI~REAS, pursuant to Section 4.3 of the Annexation Agreement, the Town may annex any tax parcels in the Phase II Annexation Area by passage of an ordinance of annexation (the "Phase II Annexation Ordinance's by majority vote of the.members elected to Town Council; and WHEREAS, the Town may annex any tax map parcel by adoption of a Phase II Annexation Ordinance provided that the annexation complies with the terms of Section 4 of the Annexation Agreement and other provisions thereof; and WHEREAS, by letter dated November 3, 2006, Shen-Valley Lime Intermediary, L.L.C. and Southern States Winchester Cooperative, Incorporated requested that the Town annex the following tracts or parcels of land containing in the aggregate 174.2236 1 acres, more or less, being more particularly described as follows: 1. Tax Map Parcel 85-A-49, containing 5.0573 acres, more or less, owned by Shen-Valley Lime Intermediary, L.L.C. ("Shen-Valley Parcel #1"). 2. Portion of Tax Map Pazce185-A-48, containing 163.1432 acres, more or less, owned by Shen-Valley Lime Intermediary, L.L.C. ("Shen-Valley Parcel #2'~. 3. Tax Map Pazce185-A-46B, containing 6.0231 acres, more or less, owned by Southern States Winchester Cooperative, Incorporated ("Southern States Parcel"). The foregoing tracts or pazcels of land are sometimes hereinafter collectively referred to as the "Annexation Parcels"; and WHEREAS, the Town has prepared the Annexation Notice to be forwarded to the County in compliance with Section 4.5 of the Annexation Agreement; and WHEREAS, by adoption of this Resolution the Town directs the Town Manager to forward the appropriate Annexation Notice to the County in accordance with the provisions of Section 4.5 of the Annexation Agreement; and WHEREAS, in the spirit of cooperation between the Town and the County as evidenced by the adoption of the Annexation Agreement, the Town expresses by this .Resolution its commitment to abiding by the Annexation Agreement by providing notice to the County of the proposed schedule of annexation by Phase II Annexation Ordinance. NOW, THEREFORE, BE IT RESOLVED by the Council of the Town of Stephens City, Virginia in a meeting held on this 7~' day of November, 2006, that; 1. The Town Council of the Town of Stephens City, Virginia intends to 2 adopt a Phase II Annexation Ordinance annexing Shen-Valley Parcel #1,Shen-Valley Parcel #2 and the Southern States Pazcel. 2. The Town Council of the Town of Stephens City, Virginia pursuant to Section 4.5(a) of the Annexation Agreement, hereby directs and authorizes the Mayor to forthwith execute and deliver a copy of this Resolution to the County together with the Annexation Notice, a copy of which is attached hereto and incorporated herein by reference as if set out in full. 3. The Town Council of the Town of Stephens City, Virginia further directs the Mayor to advertise for a Public Hearing to be held on December 6, 2006 at 7.30 p.m. at the Town Council Chambers to receive public input upon the proposed Phase II Annexation Ordinance annexing the Annexation Pazcels. 4. The Town Council of the Town of Stephens City, Virginia further respectfully requests that within sixty (60) days of the receipt of the Annexation Notice by the County, that the County give written notice to the Town pursuant to Section 4.5(c) of the Agreement that either County objects to the annexation of the above-referenced Annexation Pazcels, or in the event that the County does object, the County's reasons for objecting by stating why the proposed annexation of the Annexation Pazcels is not in compliance with the terms of the Annexation Agreement. 5. That consideration of the adoption of the Phase II Annexation Ordinance be placed upon the agenda of the Town Council meeting scheduled for February 6, 2007. IN WITNESS WHEREOF, the Town Council of the Town of Stephens City, Virginia has caused this Resolution to be duly executed on its behalf by its Mayor and attested by its Clerk_ MAYOR RAY EWING ATTEST: T ®~lp MLB/smb v e:~Annexation~Resolution of L~teat to Adopt Ordinance 11/6/O6 ANNEXATION NOTICE DATE: NOVEMBER 7, 2006 FROM: SHEN-VALLEY LIME INTERMEDIARY, L.L.C. AND SOUTHERN STATES R'INCHESTER COOPERATIVE, INCORPORATED TO: FREDERICK COUNTY BOARD OF SUPERVISORS RE: STATEMENT OF TOWN OF STEPHENS CITY'S BASIS FOR PHASE II ANNEXATION OF LANDS OF SHEN-VALLEY INTERMEDIARY, L.L.C. AND SOUTHERN STATES WINCHESTER COOPERATIVE, INCORPORATED PURSUANT TO VOLUNTARY SETTLEMENT AGREEMENT BETWEEN THE TOWN OF STEPHENS CTTY AND FREDERICK COUNTY Pursuant to Section 4.3 of that certain Voluntary Settlement Agreement Between The Town Of Stephens City and Frederick County dated April 26, 2005 (the "Annexation Agreement"), as approved by the Circuit Court of Frederick County, Virginia sitting as a Special Court by Panel Order entered on June 25, 2005, the Town of Stephens City (the "Town") may annex any tax pazcels in the Phase II Annexation Area (as defined in the Annexation Agreement) by passage of an ordinance of annexation (the "Phase H Annexation Ordinance") by a majority vote of the members elected to the Stephens City Town Council. Prior to the adoption of any Phase II Annexation Ordinance, the Town must give written notice (the "Annexation Notice") of its proposed adoption of a Phase II Annexation Ordinance to the County of Frederick, Virginia (the "County"), as required by Section 4.5(a) of the Annexation Agreement. The Town and the County have agreed to the phased annexation of the lands 1 contained in the Phase II Annexation Area as set forth in Section 4.1 of the Annexation Agreement. The Phase II Annexation Area includes the Annexation Pazcels which are the subject of this Annexation Notice. Pursuant to Section 4.3(d) of the Annexation Agreement, any pazcel or parcels proposed for annexation must be located in the Phase II Annexation Area and are either located contiguous to the Town's current boundary or contiguous to another tax parcel that is contiguous to the Town's current boundary. Any tax parcel that is not contiguous to the Town, but is contiguous to another tax pazcel that is contiguous to the Town must also meet the requirements of Section 4.3(a), (b), or (c). In addition, any tax pazcel deemed "developed" (as defined in Section 3.4 of the Annexation Agreement) at the time of adoption of the Phase II Annexation Ordinance is eligible for annexation into the Town, as provided in Section 4.3 of the Annexation Agreement. By letter dated November 3, 2006 (the "Annexation Request"), Shen-Valley Lime Intermediary, L.L.C., a Virginia Limited Liability Company, and Southern States Winchester Cooperative, Incorporated, a Virginia Corporation, requested that Tax Map Pazce185-A-49, containing 5.0573 acres, more or less, owned by Shen-Valley Lime Intermediary, L.L.C. ("Shen-Valley Parcel #1"), a portion of Tax Map Parce185-A-48, containing 163.1432 acres, more or less, owned by Shen-Valley Lime Intermediary, L.L.C. ("Shen-Valley Parcel #2"), and Tax Map Pazce185-A-46B, containing 6.0231 acres, more or less, owned by Southem States Winchester Cooperative, Incorporated ("Southern States Parcel") (collectively, the "Annexation Parcels") be annexed by the 2 Town by Phase II Annexation Ordinance. The Town adopted a Resolution at its monthly meeting held on November 7, 2006, wherein it was resolved to accept the Annexation Request and to forward this Annexation Notice to the County. Prior to the adoption of a Phase II Annexation Ordinance, the Town must provide the following to the County as required under Section 4.5 of the Annexation Agreement: (a) Written notice of the Town's intent to adopt a Phase II Annexation Ordinance for the Annexation Parcels at least 60 days prior to the adoption of the Phase II Annexation Ordinance [Section 4.5(a)]; and, (b) A survey metes and bounds description, a survey plat of the of the Annexation Parcels and a written statement of the Town's basis for annexing the Annexation Pazcels [Section 4.5(b)]. The survey plat of the Annexation Pazcel is titled "Boundary Survey Showing a Portion of The Town of Stephens Ciry Phase II Annexation Area Being The Land of Shen-Valley Intermediary, L.L.C. And Southern States Winchester Cooperative, Inc. Phase II Annexation Area Exhibit" dated November 2, 2006 drawn by Richard A. Edens, L.S. (the "Survey Plat"), and is attached hereto marked Exhibit "1" and incorporated herein by reference as if set out in full. The metes and bounds description of the Annexation Parcels is titled "Metes And Bounds Descriptions" dated November 2, 2006, drawn by Richard A. Edens, L.S. (the "Metes And Bounds Description"), and is attached hereto marked Exhibit " 2" and incorporated herein by reference as if set out in 3 full. The Town's basis for the annexation of the Annexation Pazcels, including reference to specific subsections of the Annexation Agreement, is as follows: 1. The Annexation Parcels are wholly located within the Phase II Annexation Area as required by the introductory portion of Section 43 of the Annexation Agreement. 2. The owners of the Annexation Parcels have requested that the Town annex the Annexation Parcels into the Town, which request is made subsequent to the effective date of the Annexation Agreement, to-wit: as required under Section 4.3(c) of the Annexation Agreement. 3. The Annexation Pazcels are contiguous to the current Town boundary or aze contiguous to another tax parcel that is contiguous to the current Town boundary, as required by Section 4.3(d) of the Annexation Agreement. The Annexation Parcels are in compliance with the requirements of Section 4.3(d) and Section 4.3(e) based upon the following: (a) Shen-Valley Pazcel #1 is contiguous to the Town. (b) Shen-Valley Parcel #2 is contiguous to the current Town boundary. In fact, a portion of Shen-Valley Parcel #2, containing 19.5963 acres, more or less, is already within the boundaries of the Town. (c) The Southern States Parcel is not contiguous to the Town, but is contiguous to another tax pazcel that is contiguous to the Town, to-wit: Shen-Valley Parcel #2. As required under Section 4.3(e), the non-contiguous tax parcel must meet the 4 requirements of Section 4.3(a), (b) or (c). The Southern States Parcel meets the requirements of Subsection 4.3(a), as the Southern States Pazcel is deemed "developed" as defined in Section 3.4 of the Annexation Agreement and fiuther satisfies the requirements of Subsection 4.3(c) as Southern States Winchester Cooperative, Incorporated has requested the Annexation of the Southern States Parcel into the Town. 4. As required by Section 4.2 of the Annexation Agreement, the Town has had prepared, without expense to the County, the Survey Plat and the Metes And Bounds Description of the Annexation Parcels. The Town has provided the County with copies of the Survey Plat and the Metes And Bounds Description as part of this Annexation Notice, as required by Section 4.5(b) of the Annexation Agreement. 5. As set forth in Section 4.7 of the Annexation Agreement, the Town has agreed that it will extend municipal services to the Annexation Parcels. 6. As set forth in Section 5.1 of the Annexation Agreement, the Town and County agreed that the orderly development of the Phase II Annexation Area is best accomplished by the types of land uses as shown in the Future Land Use Plan and Future Land Use Map attached as exhibits to the Annexation Agreement. In furtherance of that objective, the Town has akeady amended its Comprehensive Plan to incorporate the Future Land Plan and Future Land Use Map in the Phase II Annexation Area, which includes the Annexation Pazcels. 7. Upon the effective date of the annexation of the Annexation Pazcels, the Annexation Parcels shall be temporarily classified as part of the Town's zoning district 5 that is most comparable for the County's zoning district that is most comparable for the County's zoning district in which each of the Annexation Parcels was located immediately prior to the annexation. 8. Within six (6) month of the Town Council's adoption of the Annexation Agreement, the Town Council shall either (i) affirm the zoning districts established pursuant to Subsection 5.2 of the Annexation Agreement fo the Annexation Parcels, or (ii) shall reclassify on or more of the Annexation Parcels to difference zoning districts that substantially conform to the Future Land Use Plan. 9. As set forth in Sectiori 8.1 and Section 8.2 of the Annexation Agreement, the Town has previously agreed that it will not initiate, institute or support any proceeding to annex County territory and that it will not support a citizen annexation of any land outside of the Phase II Annexation azea for a period of fifteen (15) years. 10. The Town and the County have agreed to division of certain cash proffers paid as part of any rezoning application of any lands located in the Phase II Annexation Area, including the Annexation Pazcels, as more fully set forth in Section 9.2 of the Annexation Agreement. The Town of Stephens City, Virginia respectfully submits that the proposed adoption of the Phase II Annexation Ordinance whereby the Annexation Pazcels owned by Shen-Valley Lime Intermediary, L.L.C. and Southern States Winchester Cooperative, Incorporated are annexed into the Town is in compliance with the terms of the Annexation Agreement. The Town respectfully requests, pursuant to Section 4.5(e) of the Annexation Agreement, that the County, within the sixty (60) day notice period as called for under Section 4.5(a) of the Annexation Agreement, advise the Town that it does not object to the proposed annexation of the Annexation Pazcels. On behalf of the Town Council, your consideration of the foregoing is respectfully requested. MA OR RAY EWING MLB/smb c~Annexa[ion~.Statemeut of Town of Stephens City I I/6/06 ~ ~a~ ~~~~ ~h~~ y 1~P~L-~ r/ o~ c~~ BRYAN & COLEMAN, P.L.C. ATTORNEYS AT LAW °' 9 COURT SQUARE, 2nd Floor WINCHESTER, VIRGINIA 22601 TELEPHONE: (540)545-4130 FAX: (540)545-4131 MICHAEL L. BRYAN, ESQUIRE November 3, 2006 Mr. Michael Kehoe, Town Manager Town of Stephens. City P. O. Box 250 Stephens City, VA 22655 Re: Proposed Annexation of the Lands of Shen-Valley Lime Intermediary, Z.L.C. and Southern States Winchester Cooperative, Inc. Dear Mr. Kehoe: Email: mbryan2@earthlink.net Pursuant to Section 4.3(c) of that certain Voluntary Settlement Agreement Between The Town Of Stephens City and Frederick County dated April 26, 2005 (the "Annexation Agreement"), which Annexation Agreement was approved by that certain Final Order Validating And Affirming A Voluntary Settlement Agreement Between The Town Of Stephens City And The County Of Frederick, entered by the Circuit Court of Frederick County, Virginia, sitting as a Special Court, on June 25, 2005, Shen-Valley Lime Intermediary, L.L.C., a Virginia Limited Liability Company ("Shen-Valley") and Southern States Winchester Cooperative, Incorporated., a Virginia Corporation ("Southern States") hereby respectfully requests that the Town of Stephens City, Virginia (the "Town") annex the following tracts or pazcels of land, containing in the aggregate 174.2236 acres, more or less, being more particularly described as follows: 1. Tax Map Parce185-A-49; containing 5.0573 acres, more or less, owned by Shen- Valley Lime Intermediary, L.L.C. ("Shen-Valley Parcel #1"). 2. Portion of Tax Map Pazce185-A-48, containing 163.1432. acres, more or less, owned by Shen-Valley Lime Intermediary, L.L.C. ("Shen-Valley Parcel #2"). 3. Tax Map Parcel 85-A-46B, containing 6.0231 acres, more or less, owned by Southern States Winchester Cooperative, Incorporated ("Southern States Parcel"). November 3, 2006 _ Page 2 The foregoing tracts or parcels of land are sometimes hereinafter collecfively referred to as the "Annexation Parcels". Shen-Valley Lime and Southern States enclose herewith a survey plat of the Annexation Parcels titled "Boundary Survey Showing a Portion of The Town of Stephens City Phase Il Annexation Area Being The Land of Shen-Valley Lime Intermediary, L.L.C. And Southern States Winchester Cooperative, Inc. Phase II Annexation Area Exhibit" dated November 2, 2006, drawn by Richard A. Edens, L.S. (the "Survey Plat") and metes and bounds description of the Annexation Parcels titled "Metes And Bounds Descriptions" dated November 2,-2006, drawn by Richard A. Edens, L.S. (the "Metes and Bounds Description"), which Survey Plat and Metes and Bounds Description have been prepared without expense to the -Town. As required by Section 4.3(d) of the Annexation Agreement, the Annexation Parcels are contiguous to the current Town boundary or are contiguous to another tax parcel that is contiguous to the current Town boundary. The Annexation Parcels aze in compliance with the requirements of Section 4.3(d) and Section 4.3(e) of the Annexation Agreement based upon the following: (a} Shen-Valley Parcel # 1 is contiguous to the Town. (b) Shen-Valley Parcel #2 is contiguous to the current Town boundary. In fact, a portion of Shen-Valley Pazcel #2, containing 19.5963 acres, more or less, is akeady within the boundaries of the Town. (c) The Southern States Pazcel is not contiguous to the Town, but is contiguous to another tax parcel that is contiguous to the Town, to-wit: Shen-Valley Parcel #2. As required under Section 43(e) of the Annexation Agreement, the non-contiguous tax parcel must meet the requirements of Section 4.3(a), (b) or (c). The Southern States Parcel meets the requirements of Subsection 4.3(a), as the Southern States Parcel is deemed "developed" as defined in Section 3.4 of the Annexation Agreement and further satisfies the requirements of Subsection 4.3(c) as Southern States Winchester Cooperative, Incorporated has requested the annexation of the Southern States Pazcel into the Town. Also enclosed is a draft Annexation Notice for the Town's review and approval. A copy of the Survey Plat and the Metes and Bounds Description aze attached as Exhibits to the Annexation Notice. I have drafted the Annexation Notice in hopes that this will help expedite the annexation process. Please place this matter on the Town Council's meeting agenda on the earliest available date for consideration of adoption of a Resolution authorizing the giving of the Annexation November 3, 2006 Page 3 Notice to the County of Frederick, Virginia. I look forwazd to working with you in this matter and would like to schedule a meeting to plan the steps necessary to bring the proposed annexation to a successful conclusion. Ve yours, ch .Bryan MLB/smb Enclosures -Survey Plat of Annexation Parcels; Metes and Bounds Description cc: J. David Griffm, Esquire, Town Counsel Anne Chesney Julian, Esq. Evan Wyatt, Greenway Engineering ~. y ii, Ef °~ S~ P 4 r r y ~ ~ DATE: November 1, 2006 RESOLUTION AUTHORIZING ANNEXATION OF LANDS Comes now Shen-Valley Lime Intermediary, L.L.C., a Virginia limited liability company ("Shen-Valley Lime"), by Shen-Valley Lime Corporation, its Manager/Member, and does hereby adopt the following Resolution: THAT IT IS HEREBY RESOLVED, that Shen-Valley Lime shall request that the Town of Stephens City annex the following tracts or parcels of land, containing in the aggregate 168.2005 acres, more or less, located on the western boundary of Valley Pike (U.S. Route 11) in Back Creek Magisterial District, Frederick County, Virginia, being more particularly described as follows: 1. Tax Map Parcel 85-A-49, containing 5.0573 acres, more or less ("Shen-Valley Parcel #1"); and, 2. Portion of Tax Map Parcel 85-A-48, containing 163.1432 acres, more or less ("Shen-Valley Parcel #2"). Shen-Valley Parcel #1 and Shen-Valley Parcel #2 are more particularly described on that certain survey plat titled "Boundary Survey Showing A Portion Of The Town of Stephens City Phase II Annexation Area Being The Land of Shen-Valley Lime Intermediary, L.L.C. And Southern States Winchester Cooperative, Inc. Phase II Annexation Area Exhibit" dated November 2, 2006, drawn by Richard A. Edens, L.S. and metes and bounds description of Shen-Valley Parcel #1 and Shen-Valley Parcel #2 titled "Metes And Bounds Descriptions" dated November 2, 2006, drawn by Richard A. Edens, L.S., which exhibits are incorporated herein by reference as if set out in full. IT IS FURTIIER RESOLVED, that counsel for Shen-Valley Lime shall draft and forward the appropriate letter requesting annexation to the Town of Stephens City, Virginia, and such other documents as are necessary in order to seek and to obtain approval of the annexation of Shen-Valley Parcel #1 and Shen-Valley Parcel #2 into the boundaries of the Town. This Resolution shall take effect immediately upon adoption. DATED: November 1, 2006 SHEN-VALLEY LIME INTERMEDIARY, L. L. C. By: SHEN-VALLEY LIME CORPORATION, Member/Manager By: ~ ' ~ r;rt, ; - p~~ ~~ ' /j, rq (SEAL) Beverley B hoemaker, President MLB/smb Forms\Shen-Valley Lime Resolution 11/26/D6 2 ~~f~~,~~ I I DATE; November 29, 2006 UNANIMOUS CONSENT RESOLUTION OF THE BOARD OF DIRECTORS OF SOUTHERN STATES WIl'JCIiESTER COOPERATIVE INCORPORATED The undersigned, being -all of the Directors of Southern States Winchester Cooperative, Incorporated (the "Corporation") pursuant to Section 13. ] -685 of the Code of Virginia (1950, as amended) hereby adopts by unanimous consent in lieu of a special meeting the following Resolutions: WHEREAS, the Directors deem it in the best interests of the Corporation to seek the annexation of the Corporate lands containing 6.0231 acres, more or less, located on the western boundary of Valley Pike (U.S. Route 11) south of the Town of Stephens City, Virginia (the "Town") into the Town; and WHEREAS, upon motion duly made and seconded it is unanimously RESOLVED that the Corporation shall request that the Town annex the following tract or parcel of land, containing 6.0231 acres, more or less, located on the western boundary of Valley Pike (CT.S. Route 11) in Back Creek Magisterial District, Frederick County, Virginia (the "Southern States Parcel"), being more particularly described as Tax Map Parcel 85-A-46B. The Southern States Parcel is more particularly described on that certain survey plat titled "Boundary Survey Showing A Portion Of The Town of Stephens City Phase II Annexation Area Being The Land of Shen-Valley Lime Intermediary, L.L.C. And Southern States Winchester Cooperative, Ina Phase II Annexation Area Exhibit" dated November 2, 2006, drawn by Richazd A. Edens, L.S. and metes and bounds description of the Southern States Parcel titled "Metes And Bounds Descriptions" dated I~TOVember 2, 2006, drawn by Richard A. Edens, L.S., which exhibits are incorporated herein by reference as if set out in full. IT IS FURTHER RESOLVED, that counsel for Southern States shall draft and for~~azd the appropriate letter requesting annexation of the Southern States Pazcel into the Town, and such other documents as are necessary in order to seek and to obtain approval of the annexation of the Southern States Pazcel into the boundaries of the Town. This Resolution shall take effect immediately upon adoption. IN WITNESS WHEREOF the undersigned Directors have hereunto placed their signatures and seals: SOUTHERN STATES WINCHESTER COOPERATIVE, INCORPORATED Date: -,: J ~ ~ ~'~ , 2006 By: ,M.tip ~' c~ ' ~~ Cam!' ~ ~ ,..~(~EAL) domes Douglas -Director f _ J Date: ~ 9 ./~crJ , 2006 By: ~ `~1 ~~,~~~ (SEAL) Roy McDonald -Director date: ~~ _30 ^ ~ ~ 2006 B ~ ~ ~ ' L(SEAL) y: Robert Belford -Director )ate: ~~- ~ , 2006 By: Adarns, Jr. - 2 Date: ~/ I~ ~ l~~i , 2006 BY: _ ~~z~ ~e~'~ (SEAL) Carroll Messick -Director Date: ~~ ~ f ~Qb , 2006 By: ~'/r'~~i~~~~~iz ~ (SEAL) 1VLichael Boden -Director Date: ~j' .3D-o ~ , 2006 By: (SEAL) Matthew Hoff -Director MLB/smb Forms \Southern Stites Resolution . 11/29/06 3 METES AND BOUNDS DESCRIPTIONS The accompanying plat entitled "Boundary Survey showing a portion of the Town of Stephens City Phase II Annexation Area, being the land of Shen-Valley Lime Intermediary, L.L.C. and Southern States Winchester Cooperative, Inc." and dated November 2, 2006 represents a Boundary Survey of land proposed for annexation into the Town of Stephens City as a part of the Phase II Armexation Area, identified as (i) Tax Parcel 85-A-46B, being all of the land conveyed to Southern States Winchester Cooperative, Inc. by deed dated June 3, 1975 of record in the Frederick County Circuit Court Clerk's Office in Deed Book 444 at Page 832, (ii) a portion of Tax Parce185-A-48 (being all of the remainder of said parcel not currently lying within the Town of Stephens City), being a portion of the land conveyed to Shen-Valley Lime Intermediary, L.L.C. by deeds dated April 15, 2003 and October 3, 2003 of record in said Clerk's office as Instruments No. 030007949 and 030023331, respectively, as altered by Deed and Deed of Boundary Line Adjustment dated November 1, 2005 of record in said Clerk's office as Instrument No. 050025740 and (iii) Tax Parcel 85-A-49, being all of the land conveyed to Shen-Valley Lime Intermediary, L.L.C. by deed dated April 15, 2003 of record in said Clerk's office as Instrument No. 030007948. The said land fronts the western boundary of Valley Pike (U. S. Route 11) about 0.57 mile north of its intersection with Campbell Lane (Va. Route 843) in Back Creek Magisterial District, Frederick County, Virginia and is more particularly bounded as follows: TAX PARCEL 85-A-46B - Beginning at a''/z" iron rebar & cap set (labeled POB 1 on the plat) in the western boundary of Valley Pike (U.S. Route 11), (said point being located N 42°01'23" E - 282.42' from a concrete highway monument found) corner to D. N. Combs, et ux; thence with Combs N 55°38'33" W - 522.15' to a'/z" iron rebar found, comer to Shen-Valley Lime Intermediary, L.L.C.; thence with Shen-Valley Lime Intermediary, L.L.C., for the following two courses: N 32°22'13" E - 460.00' to a t/z" iron rebar found; thence S 57°02'59" E - 602.14' to a 1/z" iron rebar & cap set in the western boundary of Valley Pike (U.S. Route 11); thence with said road boundary S 42°01'23" W - 478.79' to the beginning. Containing .................................................................................................... 6.0231 Acres. PORTION OF TAX PARCEL $5-A-48 Beginning at a'/z" iron rebar & cap set (labeled POB2 on the plat) in the western boundary of Valley Pike (U.S. Route 11), corner to Southern States Winchester Cooperative, Inc.; thence with Southern States Winchester Cooperative, Inc. for the following two courses: N 57°02'59" W - 602.14' to a''/s" iron rebar found; thence S 32°22'13" W - 460.00' to a'/z" iron rebar found, comer to D. N. Combs, et ux; thence with Combs S 33°21'02" W - 461.97' to a'/z" iron rebar found in a line of Dalke's Theaters, Inc.; thence with Dalke's Theaters, Inc. and then Wayne D. McDonald, et ux N 58°27'05" W -1,151.26' to a corner fence post; thence continuing with Wayne D. McDonald, et ux S 24°28'53" W - 684.24' to a'/z" iron rebar found in a line of W. Douglas McDonald, et ux; thence with McDonald N 61°09'04" W - 617.28' to a'/z" iron rebar found on curve in the eastern boundary of the C.S.X. Railroad; thence with said railroad boundary for the following eleven courses: Pile 0517E Page 1 of 4 782.34' along the arc of a curve to the left (being nontangent to the preceding course), having a -~ radius of 3,833.00' and a chord bearing N 21°59'21" E for a distance of 780.98', to a I/z" iron rebaz found at the point of tangency; thence N 16°08'31" E - 687.90' to a''/z" iron rebaz found; thence N 17°02'41" E - 380.15' to a'/z" iron rebar found; thence N 16°15'21" E - 502.95' to a 1/z" iron rebar found; thence N 18°27'06" E - 593.00' to a''/z" iron rebar found; thence N 24°06'44" E - 397.62' to a'/z" iron rebar found; thence N 29°08'57" E - 298.14' to a'/z" iron rebar found; thence N 28°42'31" E -148.99' to a''/z" iron rebar found; thence N 33°17'05" E - 149.02' to a'/z" iron rebar found; thence N 32°14'48" E - 198.57' to a 1/z" iron rebar found; thence N 34°16'02" E - 196.59' to a point at the intersection of said railroad boundary with the existing - southern boundary of the Town of Stephens City; thence with said existing Town boundary through the land of Shen-Valley Lime Intermediary, L.L.C. S 58°31'38" E - 966.75' to a'/2" iron rebar found, corner to Village at Stephens City, LC; thence with Village at Stephens City, LC for the following two courses: S 24°28'24" W -1,492.96' to a corner fence post; thence S 58°23'40" E -1,084.49' to a corner fence post, corner to other land of Shen-Valley Lime Intermediary, L.L.C.; thence with Shen-Valley Intermediary, L.L.C. S 58°10'09" E -1,013.53' to a'/z" iron rebar & cap set in the western boundary of Valley Pike (U.S. Route 11); thence with said road boundary S 42°01'23" W -1,166.88' to the beginning. Containing ................................................................................................. 163.1432 Acres. 1'AX PARCEL 85-A-49 Beginning at a'/i' iron rebar & cap set (labeled POB3 on the plat) in the western boundary of - Valley Pike (U.S. Route 11), comer to other land of Shen-Valley Lime Intermediary, L.L.C.; thence with Shen-Valley Lime Intermediary, L.L.C. N 58°10'09" W -1,013.53' to a corner fence post, corner to Village at Stephens City, LC; thence with Village at Stephens City, LC N 32°40'38" E - 215.45' to a %z" iron rebar found; thence continuing with Village at Stephens City, LC and then with Douglas M. Renner, et ux S 57°58'25" E -1,048.44' to a'/z" iron rebar & cap set in the western boundary of Valley Pike (U.S. Route 11), (said point being located S 42°01'23" W - 394.20' from a concrete highway monument found); thence with said road boundary S 42°01'23" W - 215.25' to the beginning. Containing .................................................................................................... .5.0573 Acres. File 0517E Page 2 of 4 TOTAL PROPOSED ANNEXATION AREA (Tax Parcel 85-A-46B, Portion of Tax Parce185-A-48, and Tax Parcel 85-A-49, In Aggregate) Beginning at a'/z" iron rebar & cap set (labeled POB 1 on the plat) in the western boundary of Valley Pike (U.S. Route 11), (said point being located N 42°01'23" E - 282.42' from a concrete highway monument found) corner to D. N. Combs, et ux; thence with Combs for the following two courses: N 55°38'33" W - 522.15'to a I/z" iron rebar found; thence S 33°21'02" W - 461.97' to a'/z" iron rebar found in a line of Dalke's Theaters, Inc.; thence with Dalke's Theaters, Inc. and then Wayne D. McDonald, et ux N 58°2705" W -1,151.26' to a corner fence post; thence continuing with Wayne D. McDonald, et ux S 24°28'53" W - 684.24' to a''/z" iron rebar found in a line of W. Douglas McDonald, et ux; thence with McDonald N 61°09'04" W - 617.28' to a %z" iron rebar found on curve in the eastern boundazy of the C.S.X. Railroad; thence with said railroad boundary for the following eleven courses: 782.34' along the arc of a curve to the left (being nontangent to the preceding course), having a -- radius of 3,833.00' and a chord bearing N 21°59'21" E for a distance of 780.98', to a ~/z" iron rebar found at the point of tangency; thence N 16°08'31" E - 687.90' to a ~/z" iron rebar found; thence N 17°02'41" E - 380.15' to a 1/z" iron rebar found; thence N 16°15'21" E - 502.95' to a 1/z" iron rebar found; thence N 18°27'06" E - 593.00' to a'/z" iron rebar found; thence N 24°06'44" E - 397.62' to a 1/z" iron rebar found; thence N 29°08'57" E - 298.14' to a'/z" iron rebar found; thence N 28°42'31" E -148.99' to a'/:" iron rebar found; thence N 33°17'05" E -149.02' to a ~/z" iron rebar found; thence N 32°14'48" E - 198.57' to a 1/z" iron rebar found; thence N 34°16'02" E - 196.59' to a point at the intersection of said railroad boundary with the existing - southern boundary of the Town of Stephens City; thence with said existing Town boundary through the land of Shen-Valley Lime Intermediary, L.L.C. S 58°31'38" E - 966.75' to a''/z" iron rebar found, corner to Village at Stephens City, LC; thence with Village at Stephens City, LC for the following three courses: S 24°28'24" W -1,492.96' to a corner fence post; thence S 58°23'40" E -1,084.49' to a corner fence post; thence N 32°40'38" E - 215.45' to a S/i" iron rebar found; thence continuing with Village at Stephens City, LC and then with Douglas M. Renner, et ux S 57°58'25" E -1,048.44' to a'/z" iron rebar & cap set in the western boundary of Valley Pike (U.S. Route 11), (said point being located S 42°01'23" W - 394.20' from a concrete highway monument found); thence with said road boundary File 0517E Page 3 of 4 S 42°01'23" W -1,860.92'to the beginning. Containing Surveyed File 05178 174.2236 Acres (In Aggregate). .......... November 2, 2006. RICHA D A.~NS No.002550 Page 4 of 4