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HomeMy WebLinkAboutCDCpkt2009-02-04Right Where You UVant to fie. TEXAS AGENDA REGULAR MEETING OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION FEBRUARY 4. 2009 at 5:30 PM The Community Development Corporation of the City of Anna will meet at 5:30 p.m., February 4, 2009, at the Anna City Hall Administration Building, 111 N. Powell Parkway (Hwy 5) Anna, Texas to consider the following items: 1. Call to Order. Jr P 36- p tvA� /1 Er3b 2. Roll Call and Establishment of Quorum. .OR.ew\�G - 3. Citizen Comments. Citizens are allowed 3 minutes to speak. The Board of Directors is unable to respond to or discuss any issues that are brought up during this section that are not on the agenda, other than to make statements of specific factual information in response to a citizen's inquiry or to recite existing policy in response to the inquiry. 4. Closed session to: 6,Urtww'-e- — / s f St%-1.( , - — rP1"k J<'' 3 { p r� Int LF-v[�✓� a. Deliberate regarding the purchase, exchange, lease or value of real property. (Tex. Gov't Code §551.072); b. Consult with legal counsel on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov't Code §551.071); c. Discuss or deliberate Economic Development Negotiations: (1) To discuss or deliberate regarding commercial or financial information that the Board of Directors has received from a business prospect that the Board of Directors seeks to have locate, stay, or expand in or near the territory of the City of Anna and with which the Board is conducting economic development negotiations; or UG✓L1.� ✓' t f (2) To deliberate the offer of a financial or other incentive to a business prospect described by subdivision (1). (Tex. Gov't Code §551.087); 1. The Corporation may vote and/or act upon each of the items listed in this agenda. 2. The Corporation reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meeting Act. - 3. Persons with a disability who want to attend this meeting who may need assistance should contact the office of the City Secretary at 972 924-3325 two working days prior to the meeting so that appropriate arrangements can be made. 2-4-09 Regular CDC Agenda.doc 5. Consider/Discuss/Action as desired on items discussed in Executive Session. /6. Consider/Discuss/Action to pass a resolution to apply for USDA Revolving Loan t. Grant. (Jessica Perkins and Darren Driskell)&.1jVA' d - / S� 61 // Z +LX 44C �fworG_. 7. Consider/Discuss/Action regarding funding the 2009 Collin Cabaret scholarship program through Collin College. (Jessica Perkins)�fE /1 %8. Consider/Discuss/Action regarding amendments to by regarding check v ✓ signing, purchases and reimbursement of funds. (Clark McCoy) 0, /9. Consider/Discuss/Action regarding agreement with City of Anna for city ) v employee services - Jessica Perkins. (Clark McCoy) _&11 - / s;- 10. Consider/Discuss/Action regarding reimbursement to the Greater Anna Chamber of Commerce for Detour Road Signs from the Christmas Parade. (Philip Sanders) t S f- Ct-ivrw` . - ,-naL q GL 11. Consider/Discuss/Action regarding purchase of property for Natural Springs Park. (Philip Sanders) 12. Action au onzmg payment of pending bills. (Jessica Perkins and Darren Driskell) _ / Sf C, Vvn' 13. Staff report(s) a. Financial Report: Duane Hayes 14. Consider/Discuss/Action regarding approval of Minutes of meeting(s) of the January7, 2009meetin //�� 9 (`,Avwi G ' l s� -PfC1tn,C, > 2-"�, - ivv 15. Adjourn. /s� C-rn - 2,. This is to certify that I, Jessica Perkins, Assistant to the City Manager, posted this agenda at a place readily accessible to the public at the Anna City Hall and on the City Hall bulletin board at or before 5:00 p.m., January '�M , 2009. J ica Perkin` , Assistant to the City Manager 1. The Corporation may vote and/or act upon each of the items listed in this agenda 2. The Corporation reserves the right to retire into executive session concerning any ofthe items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meeting Act. 3. Persons with a disability who want to attend this meeting who may need assistance should contact the office of the City Secretary at 972 924-3325 two working days prior to the meeting so that appropriate arrangements can be made. 2-4-09 Regular CDC Agenda.doc Council Meeting: February 4, 2009 Account Code Budgeted Am( Item No. 1 City of Anna Community Development Corporation Agenda Staff Report AGENDA SUBJECT: Call to Order SUMMARY: STAFF RECOMMENDATION: Staff Contact: Jessica Perkins Exhibits: _ Yes —No Item No. 2 City of Anna Community Development Corporation Agenda Staff Report Council Meeting: February 4, 2009 Staff Contact: Jessica Perkins Account Code #: Budgeted Amount: Exhibits: _ Yes AGENDA SUBJECT: Roll Call and Establishment of Quorum. SUMMARY: STAFF RECOMMENDATION: No Council Meeting: February 4, 2009 Item No. 3 City of Anna Community Development Corporation Agenda Staff Report Staff Contact: Jessica Perkins Account Code #: Budgeted Amount: Exhibits: _ Yes —No AGENDA SUBJECT: Citizen Comments. Citizens are allowed 3 minutes to speak The Board of Directors is unable to respond to or discuss any issues that are brought up during this section that are not on the agenda, other than to make statements of specific factual information in response to a citizen's inquiry or to recite existing policy in response to the inquiry. SUMMARY: STAFF RECOMMENDATION: Council Meeting: February 4, 2009 Account Code Budgeted Am( Item No. 4 City of Anna Community Development Corporation Agenda Staff Report AGENDA SUBJECT: Closed session to: Staff Contact: Jessica Perkins Exhibits: Yes No a. Deliberate regarding the purchase, exchange, lease or value of real property. (Tex. Gov't Code §551.072); b. Consult with legal counsel on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov't Code §551.071); c. Discuss or deliberate Economic Development Negotiations: (1) To discuss or deliberate regarding commercial or financial information that the Board of Directors has received from a business prospect that the Board of Directors seeks to have locate, stay, or expand in or near the territory of the City of Anna and with which the Board is conducting economic development negotiations; or (2) To deliberate the offer of a financial or other incentive to a business prospect described by subdivision (1). (Tex. Gov't Code §551.087); SUMMARY: STAFF RECOMMENDATION: Item No. 5 City of Anna Community Development Corporation Agenda Staff Report Council Meeting: February 4, 2009 Staff Contact: Jessica Perkins Account Code #: Budgeted Amount: Exhibits: _ Yes —No AGENDA SUBJECT: Consider/Discuss/Action as desired on items discussed in Executive Session. SUMMARY: STAFF RECOMMENDATION: Council Meeting: February 4, 2009 Item No. 6 City of Anna Community Development Corporation Agenda Staff Report Staff Contact: Jessica Perkins Account Code #: Budgeted Amount: Exhibits: x Yes ❑ No AGENDA SUBJECT: Consider/Discuss/Action to pass a resolution to apply for the USDA Revolving Loan Fund Grant. SUMMARY: The USDA offers several grant programs and one of those is the Revolving Loan Fund Program. The RLF program allows you to receive funds in order to finance and facilitate development of small and emerging private business (employing less than 50 people with less than 1 million in gross revenue) through low interest loans. The CDC would accept applications from businesses interested in the loan program, set the loan amount, interest rate, and length of the loan. As the CDC is reimbursed, the funds would be deposited in the RLF account and reused to fund more low interest loans. STAFF RECOMMENDATION: It is recommended that the CDC should apply for the grant in the amount of 99,999. Council Meeting: February 4, 2009 Account Code Budgeted Amt Item No. 7 City of Anna Community Development Corporation Agenda Staff Report Staff Contact: Jessica Perkins Exhibits: x Yes No AGENDA SUBJECT: Consider/Discuss/Action regarding funding the 2009 Collin Cabaret scholarship program through Collin College. SUMMARY: Collin College offers an academic scholarship program and in order to be considered for a scholarship a student must maintain a 2.0 gpa and remain enrolled in a minimum of 6 credit hours. Scholarships are awarded to new and returning Collin College students. All funds go to the Collin College Foundation General Scholarship Fund, but the College does there best to match Anna dollars with an Anna student. The College has specifically asked for a $2500 donation which would result in complimentary tickets to the 2009 Collin Cabaret Benefit as well as the scholarship bearing the CDC name. STAFF RECOMMENDATION: There may be better opportunities for promotional expenses, but staff will do whatever the board decides. COLL11IN I FOUNDATION COLLEGE LIr Collin College appreciates the support we receive from our partners in the Ron Johnsen community. We invite you and Anna Economic Develpment Corporation to join us small Barney December 2008 Y� Chair 2"9 CallaCabamtevent will be held at the Embassy Suites Frisco Hotel and Maher Masa Conference Center on Saturday, February 28, 2009. wm.a ,Inc. o Johnson A9ayorarfrisca 1 S"erery attendance. Both corporate and individual guests will share a spectacular, Anita Collins - nmerran Nstlanal Renk or Taal excellent education for leaders of tomorrow. Cary A, Israel Millan s b At our 2008 Cabaret over 45 students and faculty shared their talents, performing T.Tu neared, saes lnsM1umems to "Broadway" tunes. Guests commented that the evening felt like entertainment, Richard Abernathy not a typical fundraiser. Many were very impressed the Abernathy, naeder. 5erd. 3.'opi n, P.a people with quality of our student performers. It truly was a "winning" evening for everyone. Through your CindyG e Cindy aug Ba aTNaea WOW! That was the response from many individuals attending the inaugural 2008 x� 1m Collin Cabaret, an Evening of Entertainment for Education. Thanks to our many Baron Cook sponsors, over $253,000 was netted to support scholarships benefiting Bill Cox students. Sponsors from our inaugural 2008 Cabaret event helped over 350 deserving N". students needing critical financial assistance receive scholarships for the 2008 - Richard Dill 2009 academic year. Oblhras!mentS,LLC Development Officer for the Foundation, at 972.599.3144. Browning Duffey tiller Browning Collin College appreciates the support we receive from our partners in the Phil Dyer community. We invite you and Anna Economic Develpment Corporation to join us Lissa Smah at the $2,500 sponsorship level and become a Let the Show Begin Partner, The David Hammel 2"9 CallaCabamtevent will be held at the Embassy Suites Frisco Hotel and .n cwa¢eemm eriw� rea.GnaoPrAlin Conference Center on Saturday, February 28, 2009. Charles Hart o Johnson newillard Our 2009 goals for this event are to raise $300,000 and have over 500 people in Mac Hendricks Mp t,C(v eae,dry Try attendance. Both corporate and individual guests will share a spectacular, 8111 Henning entertaining experience at the same time their financial support is providing an rexe..:it�r�s excellent education for leaders of tomorrow. Cary A, Israel C Ylnlaley^Rd'2e,A Steve Maus At our 2008 Cabaret over 45 students and faculty shared their talents, performing ee"Mal<!,ee�xe . to "Broadway" tunes. Guests commented that the evening felt like entertainment, Kim Moore not a typical fundraiser. Many were very impressed the flm air LL` K Kim people with quality of our student performers. It truly was a "winning" evening for everyone. Through your Quirk ac,aun aom.-� generosity, we can support talented performancestudents as well as students who Miriam Raphael will be future nurses, teachers, doctors, firefighters, and business leaders, 41mos FM.gi' Sam Roach I look forward to your favorable consideration of this partnership. Please make sam v„a, am��cn,mr your pledge today and we can invoice you at the time specify on the Gerry Ruschhaupl you enclosed form. If you have any questions, please feel free to contact Margaret Yates, Searcy e Development Officer for the Foundation, at 972.599.3144. ShShyde Searcy NTo'e GcoCs SandySimpson Best reg rds Camvmi"hNMcer Lissa Smah &nE 3ri» W r Flame S`zpr. Joan Stephens o Johnson newillard Chair, Foundation Board of Directors .0 vvawr� Byron Williams rexe..:it�r�s 4800 Preston Park Blvd., Suite A100, Plano, Texas 75093 Metro 972.599.3145 1 rzx 972.599.3148 COLLIN FOUNDATION COLLEGE 2CC9 Collin Cabaret An Evenino of Entertainment for Education Vresentinat i artner SSC,CCC As "Presenting" Event Partner, Anna Economic Develpment Corporation will be the ONLY sponsor for the event at this level and will receive the following positive community exposure. • Exclusivity as Presenting Partner of 2009 Collin Cabaret • Event name will be followed by "Presented by Anne Economic Develpment Corporation" • 20 complimentary tickets to attend the event (2 partner tables% • Opportunity to speak as the Presenting Partner at both the Partner Appreciation Reception and the evening of the 2009 Collin Cabaret event • Invitations and special recognition of Anna Economic Develpment Corporation as exclusive Presenting Partner at the Partner Appreciation Reception prior to the event . Emcee to publicly thank Anna Economic Develpment Corporation at 2009 Collin Cabaret event . Presenting Event Partner, Anna Economic Develpment Corporation recognized on event invitation • Anna Economic Develpment Corporation Event Partnership recognized in all press releases . Full page recognition of Anna Economic Develpment Corporation as exclusive Presenting Partner in the evening program .• Anna Economic Develpment Corporation Event Partnership displayed on signage at event - • Anna Economic Develpment Corporation named on Collin College Foundation website with link to Anna Economic Develpment Corporation website Endowed Scholarship named in honor of Anna Economic Develpment Corporation to be awarded annually . Lifetime member of President's Circle Society Shotvtlme Cc Gartners S25,CCC Entertainment Partner 0 Cuisine & Libation Partner ® Partner Appreciation Reception • 15 complimentary tickets to attend the event (1 Partner table plus 5 tickets) • Invitations and special recognition at Partner Appreciation Reception prior to event Emcee to publicly thank Anna Economic Develpment Corporation at 2009 Collin Cabaret event • Anna Economic Develpment Corporation named on event invitation • Anna Economic Develpment Corporation recognized with type of partnership in all press releases • Half -page recognition of Anna Economic Develpment Corporation partnership in the evening program . Anna Economic Develpment Corporation name displayed on signage at event • Anna Economic Develpment Corporation named on Collin College Foundation website with link to Anna Economic Develpment Corporation website • Two 2009-2010 scholarships named in honor of Anna Economic Develpment Corporation . Lifetime member in Presidents Circle Society Curtain Call partner • 10 complimentary tickets to attend the event (1 Partner table) • Invitations to and special at Partner Appreciation Reception prior to event • Anna Economic Develpment Corporation named on event Invitation • Anna Economic Develpment Corporation recognized with type of partnership in all press releases • Quarter -page recognition of Anna Economic Deveipment Corporation partnership in the evening program • Anna Economic Develpment Corporation name displayed on signage at event . Anne Economic Deveipment Corporation named on Collin College Foundation website with link to Anna Economic Develpment Corporation website • 2009-2010 scholarship named in honor of Anna Economic Develpment Corporation Walk of Fame partner S41C • 10 complimentary tickets to attend the event (1 partner table) • Anna Economic Develpment Corporation recognized with type of partnership in all press releases . Partner recognition listing in event program • Anna Economic Develpment Corporation name displayed on signage at event • Anna Economic Develpment Corporation named on Collin College Foundation website with link to Anna Economic Develpment Corporation website • 2009-2010 scholarship named in honor of Anna Economic Develpment Corporation Let the Snow Reran partner S21fiCC • 10 complimentary tickets to attend the event (1 partner table) • Partner recognition listing in the evening program . Anna Economic Develpment Corporation named on Collin College Foundation website with link to Anna Economic Develpment Corporation website In kind Event Partner - In kind contributions help reduce event expenses. Unique in-kind sponsorship packages are available with values based on products, goods or services. Special Partnership Opportunities - Multi-year commitments are available for consideration and package benefits will be provided based on pledge commitment. Item No. 8 City of Anna Community Development Corporation Agenda Staff Report Council Meeting: February 4, 2009 Staff Contact: Jessica Perkins Account Code #: Budgeted Amount: Exhibits: _x Yes No AGENDA SUBJECT: Consider/Discuss/Action regarding amendments to bylaws regarding check signing, purchases, and reimbursement of funds. SUMMARY: The bylaw amendments come at the request of the City Council to make financial exchanges more stringent to better insure financial responsibility. STAFF RECOMMENDATION: Accept the changes as presented. BYLAWS OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION (CITY OF ANNA, TEXAS) These Bylaws govern the affairs of the Anna Community Development Corporation (hereinafter referred to as the "Corporation"), a public instrumentality and a non-profit corporation created under Section 4B of the Development Corporation Act of 1979, Article 5190.6 of the Revised Civil Statutes of Texas, as amended and recodified (hereinafter referred to as the "Act"). Article I. PURPOSES AND POWERS Section 1. Registered Office and Registered Agent. The Corporation shall have and continuously maintain in the State of Texas a registered office and a registered agent whose office is identical with such registered office, as required by the Texas Non -Profit Corporation Act. The Board of Directors of the Corporation (the "Board") may, from time to time, change the registered agent and/or the address of the registered office, provided that such change is appropriately reflected in these Bylaws and in the Articles of Incorporation of the Corporation (the "Articles"). The registered office of the Corporation is located at -11 N. Powell Parkway, Anna, Texas 75409 and the Corporation's mailing address is Anna Community Development Corporation, P.O. Box 776, Anna, Texas 75409. The registered agent at such address is Duane Hayes. Section 2. Principal Office. The principal office of the Corporation in the State of Texas shall be located in the City of Anna, Texas (the "City") and it may be, but need not be, identical with the registered office of the Corporation. Section 3. Purpose. -- Deleted: tot Deleted: City or Anne, The Corporation is incorporated as a non-profit corporation for the purpose set forth in the Articles, the same to be accomplished on behalf of the City as its duly constituted authority and instrumentality in accordance with the Texas Development Corporation Act of 1979, Article 5190.6. Section 4B. Tex. Rev. Civ. Stat. Ann., as amended and recodified, (the "Act"), other applicable laws, and appropriate resolution adopted by the City Council of the City on the 27th day of May, 2003, including all permissible projects prescribed by the Act, and for maintenance and operating costs of publicly owned_ an_dDeleted: the operated projects. Further, the Corporation shall be a non-profit corporation as defined by the Internal Revenue Code 1986, as amended, and the applicable regulations of the United States Deleted: CITY OF BYLAWS OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION Page 1 of 14 - Treasury Department and the rulings of the Internal Revenue Service of the United States prescribed and promulgated thereunder. Section 4. Powers. In the fulfillment of its corporate purpose, the Corporation shall be governed by the Act, and shall have all of the powers set forth and conferred in Section 413 of the Act, and in other applicable laws, subject to the limitations prescribed therein and herein and to the provisions thereof and hereof. Article II. BOARD OF DIRECTORS Section 1. Powers, Number and Term of Office. (a) The property and affairs of the Corporation shall be managed and controlled by the Board and, subject to the restrictions imposed by law, by the Articles of Incorporation, and by these Bylaws. The Board shall exercise all of the powers of the Corporation. _y ,.- (b) The Board shall consist of seven PjMctors, each of whom shall be appointed b Deleted: director and serve at the pleasure of the City Council of the City of Anna, Texas (the "Council"). Each JDirector shall be a resident of the City of Anna. Three hectors _.-- Deleted: director shall be persons who are not employees, officers, or members of the governing - -- Deleted: director body of the City. A majority of the entire membership of the Board is a quorum. The Board shall conduct all meetings within the boundaries of the City. The Board shall appoint officers as set forth in these Bylaws or that the,Ci_ty Council Deleted: a president, a secretary, considers necessary. The Corporation's registered agent must be an individual and other resident of the City and the Corporation's registered office must be within the Deleted; of the Corporation boundaries of the City. Deleted: governing body a the (c) Three irectors of the first Board shall serve terms of one year and four.Directors Deleted: director shall serve terms of two years. The respective terms of the initial pimptors shall - Deleted: director -------------t be determined bylhe City Council. Thereafter, the successive hectors of the Deleted: director --. -- - - - _- -- Board shall be appointed and serve forr two years or until successors are Deleted: the Council appointed as hereinafter provided. Deleted: director (d) Any irector may be removed from office and replaced -by the City Council at will __... - Deleted: director and without cause. Deleted: director Deleted: president Section 2. Vacancies and Resignations. Deleted; vice Oa A vacant in an position of irector which occurs b reason of death ! (, Deleted: president y y p 8- --- y - Deleted: treasurer resignation, disqualification, removal, or otherwise, shall be filled as prescribed m Article II, Section 1. A vacancy in the office of resident, Vice resident, Daeted: or secretary Treasurer, Secretary,or Chief Administrative Officer that occurs b reason of Deleted: ,from the remaining •-------- y - - - --- ' directors, forthe unexpired portion of death resignation, disqualification, removal, or otherwise, shall be filled by the term of that office election of the Board __-- Deleted: CITY oF BYLAWS OF THE,ANNA COMMUNITY DEVELOPMENT CORPORATION Page 2 of 14 (b) Any Director may resign at any time. Such resignation shall be made in writing, addressed to theCityManager andtheCity-Secretary; andshalltake effect at the time specified therein, -or -if no time is specified therein, -at -the time of its - receipt by the City Secretary. Section 3. Meetings of Directors. Deleted: director Deleted: mayor Deleted: city _ Deleted: secretary Diebed-city Deleted: secrete, The ,rectors may hold their meetings at such place or places in the City as the Board_ { Deleted: director may from time to time determine; provided, however, in the absence of any such determination by the Board, the meetings shall be held at the principal office of the Corporation (City Hall) as specified in Article I of these Bylaws. Section 4. Notice of Meetings. (a) Regular monthly meetings of the Board shall be held with the necessity of written notice to the Directors at such times and places as shall be designated from time to time by the Board, provided, however, that a meeting need not be held during any given month if there is no business before the Board to necessitate a meeting. Special Meetings of the Board shall be held whenever called by the resident, .y a m_ ajority of the irectors, by the Cid Manager, or by a majority of khe City Council. Nothing contained in this Section 4 shall vitiate the notice requirements contained in Section 6 pf this article. _- (b) Any member of the Board, officers of the Corporation, or City Manager may have an item placed on the agenda by delivering the same in writing to the Chief Administrative Officer no less than seven calendar days prior to the date of the Board meeting, subject to any additional rules that the Board may adopt by resolution. Each agenda of the Board meeting, shall contain an item, titled "Citizen Comment'_', to allow public comment to be made by the general public concerning Board related matters, subject to generally applicable time limits if imposed by the Board. However, no official or formal action or vote may be taken on any comment made by citizens during Citizen Forum, unless otherwise posted as an action item. Failure to include a "Citizen Comment" agenda item or to actions taken by the Board. (c) Attendance of a irector at a meeting shall constitute a waiver of notice of such meeting, except where al2irector attends a meeting for the express purpose of objecting to the transaction of any business on the grounds that the meeting is not lawfully called or convened. Neither the business to be transacted on nor the purpose of any Regular or Special Meeting of the Board need be specified in the notice or waiver of notice of such meeting, unless required by the Board. A waiver of notice in writing, signed by the person or persons entitled to said notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice. BYLAWS OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION Page 3 of 14 Deleted: president Deleted: bythe secretary, Deleted: director Deleted: mayor Deleted: of the City Deleted: the Council Deleted: hereof Deleted: mayor Deleted: secretary of the Board Deleted:. Deleted: Forum Deleted: Wheneverany notice is required to be given to the Board, said notice shall be deemed to be sufficient if given by depositing the same in a post once box in a sealed, postpaid wrapper addressed to the person entitled thereto at his or her post office address as it appears on the books of the Corporation, and such notice shall be deemed to have been given on the day of such mailing. Deleted: director Deleted: director Deleted: CIN OF (d) The Board shall hold its regular and special meetings, in the corporate limits of the City, at such place or places as the Board may from time to time determine, and in conformance with the Texas Open Meetings Act. Section 5. Board Attendance. Directors must be present in order to vote at any meeting. Regular attendance at the Board meetings is required of all !rectors. -The following number of absences shall constitute a consideration for replacement of a Irector: two consecutive unexcused absences from meetings of the Board or three unexcused absences from meetings of the Board within a 12 -month period. In the event replacement is indicated, the member will be counseled by the President and subsequently, the President shall submit in writing to the City Council a request for consideration of replacement of the Irector in question. Section 6. Open Meetings Act. All meetings and deliberations of the Board shall be called, convened, held and conducted, and notice shall be given to the public, in accordance with the Texas Open Meetings Act Chapter 551, Texas Government Code. Notwithstanding any other Board meeting. Section 7. Quorum. - Deleted: director -- Deleted: director - Deleted: dlreclor A majority of the entire membership of the Board constitutes a quorum for the conduct of the official business of the Corporation. The act of a majority of the irector_s present Deleted: director at a meeting at which a quorum is in attendance shall constitute the act of the Board and of the Corporation, unless the act of a greater number is required by law or these Bylaws. Solely for an agenda item with which one or more Board members has a interest. Section 8. Conduct of Business. (a) At the meetings of the Board, matters pertaining to the business of the Corporation shall be considered in accordance with rules of procedure as from time to time prescribed by the Board. Unless otherwise adopted by the Board, Deleted: president the rules of procedures of the City Council shall be the rules of procedure for the j, Deleted: president Board. Deletes: vice (b) At all meetings of the Board, the President shall preside and, in the absence of Deletes: preslaem the President, the V, ice resident shall exercise the powers of the President Deleted: preelaent - Deleted: CITY OF BYLAWS OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION Page 4 of 14 (c) The Secretary of the Corporation shall act as Secretary of all meetings of the Deleted: secretary Board -but, in the absence of the Secretary, -the presiding officermayappoint any Deleted: secretary person to act as Secretary of the meeting. The Secretary shall keep minutes of ------ -- Deleted: secretary the transactions of the Board and committee -meeting -and shall cause such------------ -- - Deleted: secretary official minutes to be recorded in books kept for the purpose in the principal office Deleted: secretary of the Corporation. Section 9. Committees of the Board. There may be purely advisory standing committees of the Board as the Board from time to time creates. Each such advisory committee shall be composed of no more than two hectors and such other persons as may be chosen by the Board for their applicable abilities and experience. It is provided, however, that all final official actions of the Corporation may be exercised only by the Board. Each committee so designated shall keep regular minutes of the transaction of its meetings and shall cause such minutes to be recorded in books kept for that purpose in the principal office of the Corporation. Section 10. Compensation of Directors. The hectors, including but not limited to the resident, V„ ice resident, Treasurer and _ ,9ecretary shall_ not receive any salary or compensation for their services, Section 11. Conflict of Interest. In the event that a irector is aware that he/she has a conflict of interest or potential conflict of interest, with regard to an articular matter or vote coming before the Board,'•• 9 YP 9 the Director shall bring the same to the attention of the Board and shall abstain from discussion and voting thereon. Section 12. Implied Duties. The Board is authorized to do that which the Board deems desirable in compliance with the Act, subject to City Council approval, to accomplish any of the purposes or duties set out or alluded to in the Articles, these Bylaws, and in accordance with State law and any code of ethics adopted by the City. Section 13. Board's Relationship with the City. In accordance with state law, the Board shall be responsible for the proper discharge of its duties assigned herein. The Board shall determine its policies and directives within the limitations of the duties herein imposed by applicable laws, the Articles, these Bylaws, contracts entered into with the City, and budget and fiduciary responsibilities. Any request for services made to the departments of the City shall be made by the Board or its designee in writing to the City Council. The City Council may approve such request for assistance from the Board when it finds such requested services are BYLAWS OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION Page 5 of 14 Deleted: director Deleted: director Deleted: president Deleted: vice Deleted: treasurer Deleted: secretary Deleted: However, directors may be reimbursed for their actual expenses incurred in the performance of their duties hereunder, including but not limited to, the cost of travel, lodging, and incidental expenses reasonably related to the corporate duties of the Board. Travel expenses incurred by directors for both regular and special meetings are not eligible for reimbursement. Deleted: director Deleted: director Deleted: CITYOF available within the City and that the Board has agreed to reimburse the City for the cost of such services so provided, as provided by Article V, Section 8 of these Bylaws. Article III. OFFICERS Section 1. Titles and Term of Office. (a) The officers of the Corporation shall be a resident, a Vice resident, a ecreta , a Treasurer, a Chief Administrative Officer and such other officers as the Board may from time to time elect or appoint. One person may hold more than one office, except that the President shall not hold the office of ecreta . Terms of office shall be one year with the right of an officer to be reelected. (b) All officers shall be subject to removal from office at any time by a vote of a majority of the entire Board. ( Deleted: president - - Deleted: Nce Deleted: president Deleted: secretary Deleted: treasurer Deleted: president Deleted: secretary (c) A vacancy in the office of any officer shall be filled by a vote of a majority of the Irecto s. Deleted: director Section 2. Powers and Duties of the President. The resident shall be the presiding officer of the Board with the following authority., (a) shall preside over all meetings of the Board. (b) shall have the right to vote on all matters coming before the Board. (c) shall have the authority, upon notice to the members of the Board, to call a special meeting of the Board when, in his/her judgment, such meeting is required. (d) shall have the authority to appoint standing committees to aid and assist the Board in its business efforts or on other matters incidental to the operation and functions of the Board. (e) shall have the authority to appoint ad hoc committees which may address issues of a temporary nature of concern or which have a temporary affect on the business of the Board. - Deleted: president In addition to the above-mentioned duties, the resident shall sign, along with the Deleted: president -Secretaly of the Board, any deed, mortgage, bonds, contracts or other instruments Deleted: secretary which the Board has approved, unless the execution of said document has been expressly delegated to some other officer or agent of the Corporation by appropriate Board resolution, by a specific provision of these Bylaws, or by statute. In general, the resident shall perform all duties incident to the office and such other duties as shall be, Deleted: president prescribed from time to time by the Board. Deleted: CITY OF BYLAWS OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION Page 6 of 14 Section 3. Vice President. The Vice resident shall exercise the powers of the resident during that officer's Deleted: Nice absence or inability to act. The Vice resident_shall also perform other___ duties as from Deleted: president time to time may be assigned by the President of the Board. Deleted: President ' Deleted: vice Section 4. Secretary. Deleted: president The ecreta shall keep,_or cause to be kept,- at the registered office, a record of the _-_-- Deleted: secretary _- . minutes of all meetings of the Board and of any committees of the Board. The ecreta --- Deleted: secretary shall also file a copy of said minutes with the City, and same is to be given in accordance with the provisions of these Bylaws, the Texas Open Meetings Act, the TexasPublic Information Act, or other applicable law. The ecreta shall sign, along Deleted: open Records with the resident of the Board, any deed, mortgage, bonds, contracts or other Deleted: secretary instruments which the Board has approved. Deleted: president Section 5. Treasurer. The Treasureror other person or entity designated by the_ Board, shall have charge and .-.- Deleted: treasurer custody of and be responsible for all funds and securities of the Corporation; shall receive and give receipt for money due and payable to the Corporation from any source whatsoever, and shall deposit all such monies in the name of the Corporation in such bank, trust corporation, and or other depositories as shall be specified in accordance with Article V, Section 3 of these Bylaws. The Treasurer or other person or entity Deleted: treasurer designated by the Board, shall, in general, perform all duties incident to that office, and such other duties as from time to time may be assigned by the President of the Board. Section 5,A. Chief Administrative Officer Deleted: a The Chief Administrative Officer shall be nominated by the City Manager and appointed by the Board to fill those duties and responsibilities as the Board may set forth by Resolution. Section 6. €mployees.-- - I Deleted: other The Corporation may employ such full or part-time employees as needed to carry out the programs of the Corporation. These employees shall perform those duties as are assigned to them by the Board, The oard shall hire, direct and control_ the work of all Deleted; economic development Corporation employees. Deleted: economic development Section 7. Contract for Service. (a) The Corporation may, with approval of the City Council, contract with any qualified and appropriate person, association, corporation, or governmental entity to perform and discharge designated tasks which will aid or assist the Board in Deleted: CITY OF Page 7 of 14 BYLAWS OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION the performance of its duties. However, no such contract shall ever be approved or entered into which seeks or attempts to divest the Board of its discretion and policy-making functions in discharging the duties hereinabove set forth in this Section. (b) Subject to the authority of the City Council and the City Manager under the Charter of the City, the Corporation may request to utilize the services of the staff and employees of the,staff and employees of the City, provided. Deleted: Rnanm Department oflhe -_ _ _...--- -.--- -- Ca and other (1) that the City Council approves of the utilization of such services; (2) that the Corporation shall pay, as approved by the City Council, reasonable compensation to the City, and Deleted: reawnablewmpensagon (3) the performance of such services does not materially interfere with the other duties of such personnel of the City. (c) Utilization of the aforesaid City staff shall be solely by contract approved by the City Council. Article IV. EX -OFFICIO MEMBERS Section 1. Ex -Officio Members. The a or and- City Manager, or their designees may attend all meetings of the Board _ - Deleted: Mayor or committees, including executive, private or public, but shall not have the power to Deleted: Cly Manager vote in the meetings. Their attendance shall be for the purpose of insuring that information about the meetings is accurately communicated to the City Council as may be appropriate and necessary. Article V. FUNCTIONAL CORPORATE DUTIES AND REQUIREMENTS Section 1. Annual Corporation Budget. At least 60 days prior to the commencement of each fiscal year of the Corporation, the Board shall adopt a proposed budget of expected revenues and proposed expenditures for the next ensuing fiscal year. The budget shall contain such classifications and shall be in such form as may be prescribed from time to time by the giity Manager for - Dalered: onv manager inclusion with the annual budget and submitted to jhe City Council. The budget s_ hall not__...-- Deleted: the council be effective until the same has been approved by the City Council. Deleted: the council Section 2. Books, Records, Audits. (a) The Corporation shall keep and properly maintain, in accordance with generally accepted accounting principles, complete books, records, accounts, and financial statements pertaining to its corporate funds, activities and affairs. Deleted: CITY OF BYLAWS OF THE,ANNA COMMUNITY DEVELOPMENT CORPORATION Page 8 of 14 (b) At the direction of the City Council, the, books, records, accounts and financial Detetea: the council statements of the Corporation -may -be -maintained fortheCorporation by theCity-' Manager or the City Managers designee. _ ___ ..- Deleted: Corporation (c) The Corporation shall cause its books, records, accounts and financial statements to be audited at least once each fiscal year by an outside, independent auditing and accounting firm selected by the City. Such audit shall be at the expense of the Corporation. Audit copies are to be filed with the City. (d) All books, records, accounts, and financial statements shall be kept and administered in accordance with the Texas Public Information Act, Chapter 552, Texas Government Code, as amended. Any member of the City Council, Muor, _.---- Deleted: mayor City Manager, orJDirector or officer of the Corporation may inspect and receive t Deleted: cry manager copies of all books, and records of the Corporation. Deleted: director Section 3. Deposit and Investment of Corporate Funds. (a) All proceeds from the issuance of bonds, notes or other debt instruments ("Obligations") issued by the Corporation shall be deposited and invested as provided in the resolution, order, indenture or other documents authorizing or relating to their issuance. (b) All other monies of the Corporation shall be handled pursuant to the guidelines established by City policy or by the City Managend shall be deposited,_ secured. _.— secured. Deleted: in the City Investment - -- - - - and/or invested in the manner provided for the deposit, security and for Policy investment of the public funds of the City. The Board shall designate the accounts and depositories to be created and designated for such purposes of the Corporation upon the signature of its resident and the. Secretary and such other ..--- Deleted: President persons as the Board shall designate. The accounts, reconciliation and Deleted: secretary investment of such funds and accounts will be performed by the Corporation. Section 4. Expenditures of Corporate Money. (a) The monies of the Corporation, including sales and use taxes collected pursuant to the Act, the proceeds from the investment of the funds of the Corporation, the proceeds from the sale of property, monies derived from the repayment of loans, rents received from the lease or use of property, the proceeds derived from the sale of bonds, and other proceeds may be expended by the Corporation for any of the purposes authorized by the Act, subject to the following limitations: (1) expenditures from the proceeds of bonds shall be identified and described in the orders, resolutions, indentures, or other agreements submitted to and approved by the City Council; (2) expenditures that may be made from a fund created from the proceeds of bonds, and expenditures of monies derived from sources other than Deleted: CITU OF BYLAWS OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION _ Page 9 of 14 ,- the proceeds of bonds may be used for the purposes of financing or otherwise providing one or more projects, as defined in the Act; and (3) all other proposed expenditures shall be made in accordance with and shall be set forth in the annual budget required by these Bylaws or in contracts meeting the requirements of this Article, as approved by the City Council. (b) No bonds, including refunding bonds, shall be authorized or sold and delivered by the Corporation without the approval of the City Council. (c) Section 5. Contracts As provided in Section 4 above, the resident and Secretary shall execute any Deleted: president contracts or other instruments which the Board has approved and authorized to be Deleted: secretary executed, provided, however, that the Board may, by appropriate resolution, authorize any other officer(s) or any other agent(s),#o enter into a contract or execute and deliver -_-- Dele:. tedDeleted: any instrument in the name and on behalf of the Corporation. Such authority may be including the confined to specific instances or defined in general terms. When appropriate, the Board direclorDirector of economic may grant a specific or general power of attorney to carry out action on behalf of the development, Board, provided, however, that no such power of attorney may be granted unless an appropriate resolution of the Board authorizes the same to be done. Section S. Fiscal Year The fiscal year of the Corporation shall begin on October 1 and end on September 30 of the following year. Section 7. Checks,prafts and other Payments. Deleted: and (a) All checks, drafts or orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Corporation shall be signed by at least two of the following officers: the President. the City Delated: the aresmantand the Manager, or the Chief Administrative Officer. secre dry. (b) Only the Chief Administrative Officer is authorized to consummate (c) Deleted: CITY OF BYLAWS OF THE,ANNA COMMUNITY DEVELOPMENT CORPORATION Page 10 of 14 (d) expense. and advances exceeding the documented receipts shall be refunded to the Corporation Receipts must be obtained for advance -funded expenses and said receipts must be delivered to the Chief Administrative Officer within 10 days of obtaining said receipts. (f) When approved in advance by the Chief Administrative Officer, as appropriate members shall be paid mileage for use of personal vehicles on BYLAWS OF THE,ANNA COMMUNITY DEVELOPMENT CORPORATION Page 11 of 14 --- Deleted: Formatted: Not Highlight Deleted:. -- Formatted: Not Highlight Deleted: between $500 and $5,000 Formatted: Not Highlight - Formatted Formatted Formatted Formatted: Font: 12 pt Formatted: Font: 12 pt Formatted: Heading 3, Indent: Left: off, Formatted: Font: 12 pt Fomlatted: Font: 12 pt Formatted: Fant: 12 pt Deleted: CITY OF Section 8. Contributions. The Board may accept on behalf of the Corporation any contributions, grant or bequest to be used for the general purposes of or for any special purpose of the Corporation. Funds that may be used forApecial,purooses shall include all funds from government_______ - Deleted: sPeaei grants orcontracts and contributions designated by a donor for special purposes. All Dema: tunas other funds shall be general funds. Article VI. MISCELLANEOUS PROVISIONS Section 1. Seal. The Board may obtain a corporate seal which bears the words "Corporate Seal of the Anna Community Development Corporation" and the Board may thereafter use the corporate seal and corporate name; but these Bylaws shall not be construed to require the use of the corporate seal. Section 2. Approval or Advice and Consent of the City Council. To the extent that these Bylaws refer to any action, approval, advice, or consent by the City or refer to action, approval, advice or consent by the City Council, such action, approval, advice or consent shall be evidenced by an aooroved motion, resolution or ordinance passed by the City Council and reflected in the minutes of the City Council. Section 3. Indemnification of Directors, Officers and Employees. (a) As provided in the Act and in the Articles, the Corporation is, for the purposes of the Texas Tort Claims Act (Subchapter A, Chapter 101, Texas Civil Practices and Remedies Code), a governmental unit and its actions are governmental functions. (b) The Corporation shall indemnify each and every member of the Board, its officers and its employees, and each member of the City Council and each employee of the City, to the fullest extent permitted by law against any and all liability or expense, including attorney fees, incurred by any of such persons by reason of any actions or omissions that may arise out of the functions and activities of the Corporation. This indemnity shall apply even if one or more of those to be indemnified was negligent or caused or contributed to cause any loss, claim, action or suit. Specifically, it is the intent of these Bylaws and the Corporation to require the Corporation to indemnify those named for indemnification, even for the consequences of the negligence of those to be indemnified, which caused or BYLAWS OF THEANNA COMMUNITY DEVELOPMENT CORPORATION Page 12 of 14 Deleted: CITY OF contributed to cause any (c) The Corporation must purchase and maintain insurance on behalf of any hector, officer, employee, or agent of the Corporation, or on behalf of any Deleted: director person serving at the request of the Corporation as a Board member, officer, employee, or agent of another corporation, partnership, joint venture, trust, or other enterprise, against any liability asserted against that person in any such capacity or arising out of such status with regard to the Corporation, whether or not the Corporation has the power to indemnify that person against liability for any of those acts. Section 4. Code of Ethics. The Corporation's Board of Directors, and jts officers, employees, and agents shall Deterea: Each abide by and be subject to all ethical rul_ls requirements, and restrictions applicable to Deleted: director members of the City Council under federal state or local law, including but not limited to Deleted: including the president, the City's Home -Rule Charter and Code of Ethics. All such -ethical rules, -requirements., vice President, and secretary, and restrictions shall be applicable to independent contractors of the Corporatio i allall Deleted: of the state ana dealings with the Corporation and with regard to all work performed for or at theDeleted: state and Illy direction pf the Corporation. However, this section is not intended to nor shall it be Deleted:, except to the extent that interpreted to change the relationship between the Corporation and an independentsuch Independent contractor is not contractor from that of independent corporation to employee. °e��1°g Deleted: on behaff Section 6. Amendments to Bylaws. These Bylaws may be amended or repealed and new Bylaws may be adopted by an affirmative vote of four of the authorized PjTctors serving on the Board, subject to the Deleted: director approval of the City Council. The City Council may amend these Bylaws at any time. Such amendments made by the City Council will be duly passed and adopted by approved motion, resolution or ordinance duly reflected in the minutes of the City Council and, thereafter, duly noted to the Board. Section 6. Dissolution of the Corporation. Upon dissolution of the Corporation, titles to or other interest in any real or personal property owned by the Corporation at such time shall vest in the City Council. Section 7. Applicability of City Charter, Policies and Procedures. The City Charter and all duly approved city policies and procedures shall apply directly to the Corporation and the Board unless such charter, policies or procedures are superseded by state law or not related to the functions of the Board. The Board has the Deleted- CITY OF BYLAWS OF THEANNA COMMUNITY DEVELOPMENT CORPORATION Page 13 of 14 prerogative, subject to approval by the City Council, to adopt other policies and procedures in addition to or in place of those of the City. Section 8. Effective Date. These Bylaws, having been adopted by resolution of the Corporation on the 44th day of -_ -. Deleted: 26' February,Oz 09.shall be effective upon approval by the City Council _- Del;;d:2008 by Executed this 4th day of February2009. Reseron NOapp�eyea , of ---------- ------- ---------------------, the City Council of the City of Anna, - Texas, on the 28"' day of February, 2008, Darren Driskell Duane HaVes Deleted: the 2e day of February, 2006. Formatted: Supersript Formatted: Tabs: 0.5", Left + 1", Connie Stump Sherilyn Godfrey Left+ 1.5", Left+ 2", Left+ 2.511, Left+ 3", Left+ 3.5", Left+ 4", Left+ 4.5", Left+ 5.4", Left Bill Olsen Andrew WerleV Gene Bowles Deleted: CITY OF BYLAWS OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION Page 14 of 14 , Item No. 9 City of Anna Community Development Corporation Agenda Staff Report Council Meeting: February 4, 2009 Staff Contact: Jessica Perkins Account Code #: Budgeted Amount: Exhibits: _x—Yes No AGENDA SUBJECT: Consider/Discuss/Action regarding agreement with the City of for city employee services -Jessica Perkins. SUMMARY: Around budgeting time the City Manager came to the CDC board asking the board to fund'/4 of the salary, benefits and other expenses for an employee who would work 50% of their time for the CDC and EDC. This contract solidifies that agreement and identifies Jessica's role and responsibilities in relation to the CDC. STAFF RECOMMENDATION: Accept the contract as presented. Item No. 10 City of Anna Community Development Corporation Agenda Staff Report Council Meeting: February 4, 2009 Staff Contact: Jessica Perkins Account Code #: Budgeted Amount: Exhibits: _Yes _x—No AGENDA SUBJECT: Consider/Discuss/Action regarding reimbursement to the Greater Anna Chamber of Commerce for detour road signs from the Christmas Parade. SUMMARY: The Greater Anna Chamber of Commerce purchased detour sigs for hwy. 5 for the Christmas Parade 2008 in order to stay in compliance with TxDOT detour requirements. The total cost for the detour signs was $651.60. The City's Public Works department is in possession of the signs and said that they can be reused in the future. STAFF RECOMMENDATION: Staff recommends repay to the Greater Anna Chamber of Commerce. Council Meeting: February 4, 2009 Account Code #: Budgeted Amour Item No. 11 City of Anna Community Development Corporation Agenda Staff Report Staff Contact: Jessica Perkins Exhibits: _x—Yes _No AGENDA SUBJECT: Consider/Discuss/Action regarding purchase of property for Natural Spring Park. SUMMARY: In previous conversations the CDC was made aware that the City was in need of funds to create an entrance off of FM 455 into Natural Springs Park. In the meantime, property with a current gravel road has become available for purchase and would be cheaper to purchase than constructing an entrance at a different location along FM 455. STAFF RECOMMENDATION: Staff recommends moving forward with the land purchase. Fft 2 uaa sari V� D� �a � � x �::`� a 6.368 Acres Improved and Unimproved Gravel n 982, 1001W 142.93 fiv" S POND 3 W IV F. M. ghway o.455,t(WM) :.i.., Pw I/ZW �.. Pm 349.20' M t�.Pd 5 S T45 X. ]twm k 8-1 "Ot Fft 2 uaa sari V� D� �a � � x �::`� a 6.368 Acres Improved and Unimproved Gravel n 982, 1001W 142.93 fiv" S POND Page 1 of 1 wwr 4 ` � 'rr wr4il •. _ http://www.dfwmaps.com/output/dfwmaps_nctims018O2831849854.jpg 1/20/2009 City of Anna Offer: $300,000 for 1.70 acres adjacent to storage on the east. Counter Offer: 1.,10 acres adjacent to storage on the east, not developed ldacre directly and adjacent south of storage, not developed Make an offer rp !`1 CJt /s:'�$ {� ' lj 5r O�iD� ✓D n° �3q0Ra,7 /. 15" : sq, qSv, rr r , /S j 3 Council Meeting: February 4, 2009 Account Code #: Budgeted Amom Item No. 12 City of Anna Community Development Corporation Agenda Staff Report Staff Contact: Jessica Perkins Exhibits: x_Yes _No AGENDA SUBJECT: Consider/Discuss/Action regarding payment of bills SUMMARY: The CDC has received an invoice from Wolfe, Tidwell, and McCoy for their legal services. STAFF RECOMMENDATION: Staff recommends paying the bills. Item No. 13 Anna Community Development Corporation Agenda Staff Report Council Meeting: February 4. 2009 Staff Contact: Jessica Perkins Account Code #: Budgeted Amount: Exhibits: _Yes No AGENDA SUBJECT: Staff report. a. Financial Report (Duane Hayes) SUMMARY: STAFF RECOMMENDATION: Council Meeting: February 4, 2009 Account Code #: Budgeted Amount: Item No. 14 Anna Community Development Corporation Agenda Staff Report Staff Contact: Jessica Perkins Exhibits: _X—Yes No AGENDA SUBJECT: Consider/Discuss/Action regarding approval of minutes from the January 7, 2009 meetings. SUMMARY: STAFF RECOMMENDATION: Accept minutes as written.