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11-02-2012 (WEDC) Minutes Minutes Wylie Economic Development Corporation Board of Directors Meeting Friday,November 2, 2012 7:00 A.M. WEDC Offices—Conference Room 250 South Highway 78—Wylie, Texas CALL TO ORDER Announce the presence of a Quorum President Marvin Fuller called the meeting to order 7:00 a.m. Board Members present were: Demond Dawkins and John Yeager. Mitch Herzog arrived at 7:05 a.m. WEDC staff present was Executive Director Sam Satterwhite. Ex-officio members Mindy Manson and Eric Hogue were present. CITIZEN PARTICIPATION There being no citizen participation, President Fuller proceeded to Action Items. ACTION ITEMS ITEM NO. 1 — Consider and act upon approval of the October 19, 2012 Minutes of the Wylie Economic Development Corporation (WEDC)Board of Directors Meeting. MOTION: A motion was made by John Yeager and seconded by Demond Dawkins to approve the October 19, 2012 Minutes of the Wylie Economic Development Corporation. The WEDC Board voted 3 —FOR and 0—AGAINST in favor of the motion. ITEM NO. 2—Consider and act upon WEDC Resolution 2012-01(R) approving a program, the expenditure of funds, and a Loan Agreement between the WEDC and The American National Bank of Texas in the amount of$548,935. Staff reported that complications arose as the WEDC was about to close on the loan with The American National Bank of Texas to finance the Randack purchase and the Hughes refinance. While the Council had approved the expenditure of funds for the Randack purchase, Council must specifically authorize the WEDC to enter into debt. Even though Council was briefed on the fact that 100% financing was to be secured, a Council Resolution must be passed approving the same. The form of approval for EDC's is not as specific, as the WEDC Board approved the expenditure of funds and the associated debt within its minutes. However, a WEDC Resolution is a more formal document that will be submitted to Council as it considers approval of WEDC financing WEDC —Minutes November 2, 2012 Page 2 of 3 on November 13, 2012. Therefore staff submitted WEDC Resolution 2012-01(R) for the Board's consideration. Staff recommended that the WEDC Board of Directors approve WEDC Resolution 2012-01(R) and recommend to the Wylie City Council approval of WEDC debt associated with the purchase of properties on Cooper Drive and refinancing debt for properties purchased on Industrial Court. MOTION: A motion was made by John Yeager and seconded by Demond Dawkins to approve WEDC Resolution 2012-01(R) and recommend to the Wylie City Council approval of WEDC debt associated with the purchase of properties on Cooper Drive and refinancing debt for properties purchased on Industrial Court. The WEDC Board voted 4 —FOR and 0 — AGAINST in favor of the motion. ITEM NO. 3—Consider and act upon WEDC Resolution 2012-02(R) approving a program, the expenditure of funds, and a Loan Agreement between the WEDC and The American National Bank of Texas in the amount of$1,400,000. Staff reviewed that as with the last Action Item, Council must approve the $1.4 mm in WEDC debt associated with the extension of Woodbridge Parkway via a formal Resolution. However, another unexpected delay has presented itself. Staff was informed that in order to qualify for the tax exempt rate, the City (and in this case the WEDC jointly) cannot issue more than$10 million in "Bank-Qualified" debt in a calendar year without jeopardizing the tax exempt status of City bonds. To date within 2012 the City has issued $9.6 mm in"Bank Qualified" debt. Being that WEDC funding will not be required until the first quarter of 2013, the WEDC will not be required to execute Loan Documents until January 2013 which will allow the $10 mm cap to be reset and the WEDC loan will qualify as tax exempt. Council approval of WEDC debt can take place as early as January 8, 2013; within said approval the Council will represent that the City has not issued in excess of$10 mm in"Bank Qualified" debt. There is also a provision that financing not be approved more than 60 days in advance of Loan Agreement approval so the WEDC will need approve its Resolution in December 2012 to allow for any further delays within the 60 day window. Therefore, staff recommended that the WEDC Board of Directors table consideration of WEDC Resolution 2012-02(R) until December 21, 2012, or the first Board meeting held in December. MOTION: A motion was made by Mitch Herzog and seconded by John Yeager to table consideration of WEDC Resolution 2012-02(R) until December 21, 2012, or the first Board meeting held in December. The WEDC Board voted 4 — FOR and 0—AGAINST in favor of the motion. EXECUTIVE SESSION The WEDC Board recessed into Closed Session at 7:14 a.m. in compliance with Section 551.001 et.seq. Texas Government Code to wit: WEDC—Minutes November 2, 2012 Page 3 of 3 Recess into Closed Session in compliance with Section 551.001, et.seq. Texas Government Code, to wit: Section 551.087 (Economic Development) of the Local Government Code, Vernon's Texas Code Annotated (Open Meetings Act). • Request for Proposal - Project Detroit. RECONVENE INTO OPEN MEETING The WEDC Board of Directors reconvened into open session at 7:22 a.m. and took no action. ADJOURNMENT With no further business, President Fuller adjourned the WEDC Board meeting at 7:22 a.m. .Z4 . 2 Marvin Fuller,President ATTEST: <-----e.A.AA,— ... . tE----) Samuel Satterwhite,Director