HomeMy WebLinkAboutRes 2023-06-5016B Authorizing the Formation of APFC Sharp & Finley Member LLC- Co-DeveloperANNA PUBLIC FACILITY CORPORATION
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RESOLUTION AUTHORIZING THE FORMATION OF APFC SHARP AND FINLEY
DEVELOPMENT, LLC (THE "CO -DEVELOPER ") IN CONNECTION WITH THE
FINANCING, ACQUISITION, CONSTRUCTION AND EQUIPPING OF A PUBLIC
FACILITY; AUTHORIZING THE DESIGNATION OF THE ANNA PUBLIC FACILITY
CORPORATION AS THE SOLE MEMBER OF THE CO -DEVELOPER; APPROVING
THE FORM AND SUBSTANCE OF A LIMITED LIABILITY COMPANY AGREEMENT
AND THE EXECUTION THEREOF; RATIFYING CERTAIN ACTIONS HERETOFORE
TAKEN IN CONNECTION WITH THE CO -DEVELOPER; AUTHORIZING THE
EXECUTION OF DOCUMENTS AND INSTRUMENTS NECESSARY OR
CONVENIENT TO CARRY OUT THE PURPOSES OF THIS RESOLUTION; AND
CONTAINING OTHER PROVISIONS RELATING THERETO
WHEREAS, the Anna Public Facility Corporation (the "Corporation") has been duly
created and organized pursuant to and in accordance with the provisions of the Texas Public
Facility Corporation Act, Chapter 303, Local Government Code, as amended (the "Act"), for the
purpose of providing a means of financing the costs of the acquisition, construction, rehabilitation,
renovation, repair, equipping furnishing and placement in service of public facilities; and
WHEREAS, pursuant to the Act, the Corporation intends to participate in the financing,
acquisition, constriction and equipping of a public facility consisting of a multifamily residential
rental development for low and moderate income tenants to be known as Sharp & Finley, and
located in the City of Anna, Collin County, Texas (the "Development "); and
WHEREAS, APFC Sharp and Finley Development, LLC (the "Co -Developer"), a Texas
limited liability company whose sole member is the Corporation, will serve as co -developer in
connection with the acquisition, owning, leasing and managing of the Development pursuant to a
Development Agreement (the "Development Agreement") between the Co -Developer and an
affiliate or designee the limited liability company that will lease, develop and finance the
Development (the "Borrower"); and
WHEREAS, as the sole member of the Co -Developer, the Corporation desires to authorize
all action necessary and appropriate to enter into and carry out all actions for the benefit of the
Borrower in connection with the Development, to appoint officers of the Co -Developer; to approve
of the Co -Developer's formation and the form and substance of its Limited Liability Company
Agreement (the "Conipany Agreement "); and to ratify all actions previously taken on behalf of
the Co -Developer;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE ANNA PUBLIC
FACILITY CORPORATION THAT:
Section 1. Fontiation of Co -Developer. The formation of APFC Sharp and Finley
Development, LLC is hereby approved and ratified.
Co -Developer Formation Resolution - Sharp & Finley 4888-2372-0297 v2.docx
Section 2. Designation of Sole Member. The designation of the Corporation as the sole
member of the Co -Developer is hereby approved and ratified.
Section 3. Approval and Execirtion of the Coniparry Agreement. The form and substance
of the Company Agreement are hereby approved, and the officers of the Corporation, as sole
member of the Co -Developer, are each hereby authorized to execute the Company Agreement.
Section 4. Appointment of Officers of the Co -Developer. Stan Carver II is appointed
President, Danny Ussery is appointed Vice President and Pete Cain is appointed Secretary of the
Co -Developer.
Section 5. Execution and Delivery of Financing Documents. The officers of the Co -
Developer are each hereby authorized to negotiate the terms of, execute and attest to the
Development Agreement and any other such agreements, assignments, notes, certificates,
contracts, documents, instruments, releases, financing statements, letters of instruction, written
requests and other papers, whether or not mentioned herein, as may be necessary or convenient to
carry out or assist in carrying out the purposes of this Resolution.
Section 6. Ratification of Previous Actions. The Corporation hereby ratifies, confirms
and adopts all actions previously taken on behalf of the Co -Developer to carry into effect the
transactions contemplated by this Resolution.
Section 7. Effective Date. This Resolution shall be in full force and effect from and
upon its adoption.
Section 8. Severability. If any section, paragraph, clause or provision of this Resolution
shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of
such section, paragraph, clause or provision shall not affect any of the remaining provisions of this
Resolution.
[Remainder of Page Intentionally Left Blank]
PASSED AND APPROVED the 13th day of June, 2023.
ANNA PUBLIC FACII.rry CORPORATION
By �
Stan Carver II
President
[Signature Page to APFC Sharp and Finley Development, LLC Formation Resolution]