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04-05-2019 (WEDC) Agenda Packet II TICE al F TI ylie Economic Development CORPORATION Special eeting Agenda April 5, 2019—6:30 A.M. WEDC Offices—Conference Room 250 South Highway 78—Wylie, Texas Bryan Brokaw...... ......... ......... ......... ........ President Todd Wintters Vice President Demond Dawkins. Treasurer Marvin Fuller....... ...,..T.. ,.....:A. .......:. ......... .......:. .........: .....Board Member Mindy Manson,City Manager, Ex-Officio Member Samuel Satterwhite „P.. Executive Director Jason Greiner....... .. ....:.. .......... ...... . : ......... . ..w.,.,. . a.....,. ..... ..,.......,., Assistant Director Angel ygant,. ,, ... ..,,r .. Senior Assistant In accordance with Section 551.042 of the Texas Government Code, this agenda has been posted at the Wylie Municipal Complex, distributed to the appropriate news media, and posted on the City Website: ww , y^lietex s.gov°, within the required time frame. CALL TO 0 ' I ER Announce the presence of a Quorum. INVOCATION & PLEDGE OF ALLEGIANCE CITIZEN PARTICIPATION Residents may address the WEDC Board regarding an item that is or is not listed on the agenda. Residents must provide their name and address. The WEDC Board requests that comments be limited to three (3) minutes. In addition, the WEDC Board is not allowed to converse, deliberate or take action on any matter presented during citizen participation. ACTION ITEMS I. Consider and act upon approval of the March 20, 2019 Minutes of the WEDC Board of Directors Meeting. II. Consider and act upon issues surrounding the Election of WEDC Officers. DISCUSSION ITEMS III. Staff report: review issues surrounding 78/Brown redevelopment project, and Cross Development Performance Agreement. IV. Discussion of issues to be placed on future WEDC Board Meeting agenda (no substantial consideration/discussion allowed). WEDC—Agenda April 5, 2019 Page 2 of 2 EXECUTIVE SESSION If during the course of the meeting covered by this notice, the Wylie Economic Development Corporation(WEDC) should determine that a closed or executive meeting or session of the WEDC Board, or a consultation with the attorney for the City, should be held or is required, then such closed or executive meeting or session or consultation with attorney as authorized by the Texas Open Meetings Act, Texas Government Code,sS 551.001 et. seq., will be held by the WEDC Board at the date, hour, and place given in this notice as the WEDC Board may conveniently meet in such closed or executive meeting or session or consult with the attorney for the City concerning any and all subjects and for any and all purposes permitted by the Act, including, but not limited to, the following sections and purposes: Texas Government Code Sections: §551.071 —Private consultation with an attorney for the City. §551.072—Discussing purchase, exchange, lease or value of real property. §551.074—Discussing personnel or to hear complaints against personnel. §551.087—Discussing certain economic development matters. §551.073—Discussing prospective gift or donation to the City. §551.076—Discussing deployment of security personnel or devices or security audit. Section 551.072 (Real Estate) of the Local Government Code, Vernon's Texas Code Annotated (Open Meetings Act). Consider the sale or acquisition of properties located at: • State Highway 78 & 5th Street • State Highway 78 & Spring Creek Section 551.087(Economic Development) of the Local Government Code,Vernon's Texas Code Annotated(Open Meetings Act). Deliberation regarding commercial or financial information that the WEDC has received from a business prospect and to discuss the offer of incentives for: • Project 2013-3a • Project 2017-6a • Project 2018-8b • Project 2019-4a ' CONVENE INTO OPEN MEETING Take any action as a result from Executive Session mm ADJOU MENT CERTIFICATION I cert that this Notice of Meeting was posted on this 1s` day of April 2019 at 5:00 p.m. as required by law in accordance with Section 551.042 of the Texas Government Code and that the appropriate news media was contacted. As a courtesy, this agenda is also posted on the City of Wylie website:wwwwylietexas.gpv. Stephanie Storm,City Secretary Date Notice Removed Minutes Wylie Economic Development Corporation Board of Directors Meeting Wednesday, March 20, 2019—6:30 A.M. WEDC Offices—Conference Room 250 South Highway 78—Wylie, Texas CALL TOO' 1 ER Announce the presence of a Quorum President Bryan Brokaw called the meeting to order at 6:35 a.m. Board Members present were Todd Wintters, John Yeager, Demond Dawkins and Marvin Fuller. Ex-officio members Mayor Eric Hogue and City Manager Mindy Manson were present. WEDC staff present was Executive Director Sam Satterwhite, Assistant Director Jason Greiner, and Senior Assistant Angel Wygant. INVOCATION & PLEDGE OF ALLEGIANCE Board Member John Yeager gave an invocation and led the Pledge of Allegiance. CITIZEN PARTICIPATION With no citizen participation, President Brokaw moved to Action Items. ACTION ITEMS ITEM NO. 1 — Consider and act upon approval of the February 20, 2019 Minutes of the Wylie Economic Development Corporation (WEDC) Board of Directors Meeting. MOTION: A motion was made by Todd Wintters and seconded by John Yeager to approve the February 20, 2019 Minutes of the Wylie Economic Development Corporation. The WEDC Board voted 5 —FOR and 0 — AGAINST in favor of the motion. ITEM NO. 2 — Consider and act upon approval of the February 2018 WEDC Treasurers Report. Staff reviewed the Treasurers Report and called the Board's attention to the following highlights: Sales tax receipts continue to be strong with $208,222 received in March. This represents a 13.87% increase over March 2018 receipts and a 14.24%increase overall over the prior year. The WEDC—Minutes March 20, 2019 Page 2 of 6 City Finance Department is deciding whether to adjust Sales Tax Revenue during the Mid-Year Budget Amendment. Staff will adjust WEDC Budget numbers in accordance with the City's decision. However, staff does not anticipate adjusting expenses to allocate the additional sales tax revenue. During the month of February, the WEDC made final incentive payments to Mikten and Hooper Woodbridge II. In addition,the WEDC sold property located at 105 N. Jackson and purchased the Weatherford Property, 300 N. 2" Street, and 306 & 208 N. 2' Street. On 2/15/19 the WEDC made a payment in the amount $459,605.40 to pay off the remaining balance of American National Bank loan#88149711 which funded the purchase of the Peddicord building,parking lot purchased from the City of Wylie, and the White Property on Alanis Drive. MOTION: A motion was made by John Yeager and seconded by Todd Wintters to approve the February 2019 Treasurer's Report for the Wylie Economic Development Corporation. The WEDC Board voted 5 — FOR and 0 — AGAINST in favor of the motion. ITEM NO. 3 — Consider and act upon a Purchase and Sale Agreement between the WEDC and Taylor and Son Properties, LLC. Marvin Fuller reminded the Board that,as previously presented in Executive Session,the principal in this item has a business relationship with his employer. The Board was polled and determined no conflict of interest existed for Item 3 or Item 4 involving the same principal. Staff reviewed a Purchase and Sale Agreement between the WEDC and Taylor and Son Properties. The WEDC purchased the±0.17-acre tract on Birmingham Street from FFA Village,LLC in 2019 for $99,000 and is expending $5,500 for the demolition of the existing structure, thus creating a purchase price of$104,500. Staff reported that this property could be a long-term hold to complement redevelopment efforts on Jackson and Birmingham or can be used to immediately attract new investment in the form of a 3,500 square foot office building. MOTION: A motion was made by Todd Wintters and seconded by John Yeager to approve a Purchase and Sale Agreement between the WEDC and the Taylor and Son Properties, LLC and further authorize WEDC President Brokaw to execute all documentation necessary to effectuate the transaction. The WEDC Board voted 5 —FOR and 0—AGAINST in favor of the motion. ITEM NO. 4 — Consider and act upon a Performance Agreement between the WEDC and Taylor and Son Properties,LLC. Staff presented a Performance Agreement between the WEDC and Taylor and son Properties, LLC. As an accompaniment to the Purchase and Sale Agreement, the WEDC is committing to WEDC—Minutes March 20, 2019 Page 3 of 6 fund a $104,500 reimbursement incentive. Should Taylor and Son construct the contemplated office project as evidenced by the issuance of a building permit by February 1,2020 and Certificate of Completion for a minimum of 3,500 square feet issued by February 1, 2021, they will receive the first half of the reimbursement incentive. Taylor must also provide documentation supporting construction costs of not less than$400,000,which is a conservative number by design.The second reimbursement incentive is to be paid upon receipt of Certificate of Occupancy for not less than 1,750 square feet by February 1, 2022. Staff has drafted language into this Agreement which allows for a 90-day extension to either the Permit deadline,the CO deadline, or both. The extension can be requested in writing and obtained by Company should it be determined by staff, at its sole and absolute discretion,that the Company is making reasonable efforts to meet the above deadlines but is unable to do so. Board Member Wintters called staff s attention to a correction required to the incentive amount on page 4 of the agreement. 'Forty-Nine Thousand Five Hundred Dollars' should be amended to read 'Fifty-Two Thousand Two Hundred Fifty Dollars'. MOTION: A motion was made by Todd Wintters and seconded by John Yeager to approve a Performance Agreement between the WEDC and the Taylor and Son Properties,LLC,as amended,and further authorize the WEDC Executive Director to execute the Agreement. The WEDC Board voted 5 —FOR and 0 —AGAINST in favor of the motion. ITEM NO.5—Consider and act upon issues surrounding a Performance Agreement between the WEDC and ST' ' GRVL, LP. Prior to discussion of this item, Marvin Fuller informed the Board that the principal in this item has a business relationship with his employer. The Board was polled and determined no conflict of interest existed. As directed in Executive Session, staff presented a Performance Agreement between the WEDC and STRR GRVL, LP (dba Professional Plumbers Group). STRR is undertaking an 8,400 square foot expansion to their existing 12,000 square foot office/warehouse. The purpose of the expansion is to place a majority, if not all, of the material and inventory utilized in their business operations under roof. This expansion will not only make their operations more efficient but remove permissible outside storage of goods from public view. STRR is expending in excess of$800,000 on the expansion and has requested a$26,000 assistance package from the WEDC. Development fees to the City of Wylie will be$15,000 and a Certificate of Occupancy will be required under the Agreement prior to August 31, 2019. Professional Plumbers Group currently employees 58 hourly/salaried employees in their office/warehouse in addition to 75 contract laborers based out of their Wylie operations. WEDC —Minutes March 20, 2019 Page 4 of 6 MOTION: A motion was made by Todd Wintters and seconded by John Yeager to approve a Performance Agreement between the WEDC and STRR GRVL, LP and further authorize the WEDC Executive Director to execute the Agreement. The WEDC Board voted 5 — FOR and 0 —AGAINST in favor of the motion. DISCUSSION ITEMS ITEM NO. 6 - Staff report: review issues surrounding WEDC Performance Agreement Summary, Hotel Occupancy Tax, environmental activity summary, McClure office project, Jackson Street alley project, Retail Coach Presentation, 78/Brown redevelopment update, active project summary, and regional housing starts. Staff updated the Board on WEDC projects and activities noting that year-over-year sales tax receipts received in February for the Woodbridge Crossing shopping center increased .79% and Woodbridge Centre experienced a decrease of 2% over the same time period. The WEDC and McClure closed on a real estate transaction on 2-28-19. A building permit has been issued for the office project and construction will start within the next 30 days. GT Construction will begin a second WEDC alley project north of Oak and west of Jackson the week of March 25th. Elm Creek Environmental has begun the process to enroll all WEDC property in the Hwy 78 & Brown area within the Voluntary Cleanup Program (VCP) through the Texas Council on Environmental Quality. The First Baptist Church of Wylie and the Swayze family have authorized testing to take place on their respective properties located on 2nd Street. ITEM NO. 7—Presentation by City of Wylie Finance Department to review WEDC financials and reporting practices. Melissa Beard, Finance Director and Ron Arp, Assistant Finance Director for the City of Wylie reviewed the CAFR for FY 2017-2018 for the WEDC Board and provided feedback received from auditors. The WEDC financials and business activities during the prior fiscal year did not identify any concerns or the need for any changes or adjustments for FY 2018-2019. ITEM NO. 8— Discussion of issues to be placed on a future WEDC Board Meeting agenda (no substantial consideration/discussion allowed). Board Member Dawkins requested that staff place on a future agenda his role as Treasurer for the WEDC Board and discussion of any related compliance issues which might arise with his employer as a result of his serving the Board in this role. President Bryan Brokaw recessed into Executive Session. WEDC—Minutes March 20, 2019 Page 5 of 6 EXECUTIVE SESSION Recess into Closed Session at 7:45 a.m. in compliance with Section 551.001, et. seq. Texas Government Code, to wit: Section 551.072 (Real Estate) of the Local Government Code, Vernon's Texas Code Annotated (Open Meetings Act). Consider the sale or acquisition of properties located at: • State Highway 78 & 5th Street • State Highway 78 & Ballard • State Highway& Cooper • F.M. 544 & Cooper Section 551.087(Economic Development) of the Local Government Code, Vernon's Texas Code Annotated(Open Meetings Act). Deliberation regarding commercial or financial information that the WEDC has received from a business prospect and to discuss the offer of incentives for: • Project 2013-3a • Project 2017-6a • Project 2018-8b • Project 2019-2a • Project 2019-3a Mayor Hogue left the meeting at 8:00 a.m. RECONVENE INTO OPEN MEETING Take any action as a result from Executive Session The WEDC Board of Directors reconvened into open session at 8:53 a.m. and took the following action: ITEM NO. 9—Consider and act upon a Commercial Contract of Sale with KC Swayze. MOTION: A motion was made by Todd Winners and seconded by John Yeager to enter into a commercial Contract of Sale with KC Swayze to purchase property located at 208 N. Second Street, Railroad Addition, Block 9, Lot 9 and North V2 of lot 8 for $180,000 plus applicable fees and closing costs, and a second Commercial Contract of Sale with Swayze Revocable Living Trust to purchase property at 204 North 2nd Street, Railroad Addition, Block 9, Lot 7 and South '/2 of Lot 8 for $180,000, and further authorize WEDC Board President Bryan Brokaw to execute all documentation necessary to close each real estate transaction. The WEDC Board voted 5—FOR and 0—AGAINST in favor of the motion. WEDC—Minutes March 20, 2019 Page 6 of 6 JOU' MENT With no further business, President Brokaw adjourned the WEDC Board meeting at 8:54 a.m. Bryan Brokaw,President ATTEST: Samuel Satterwhite,Director ylie cono ic I evelop ent Corporation E ORANDU TO: WEDC Board of Directors FROM: Sam Satterwhite, Executive Directoi„----- SUBJECT: Election of WEDC Officers DATE: April 1, 2019 Issue Consider and act upon issues surrounding the Election of WEDC Officers. Analysis In July 2018, the WEDC elected the following slate of officers: Bryan Brokaw President Todd Winners Vice President John Yeager Secretary Demond Dawkins Treasurer Marvin Fuller Board Member Board Member Demond Dawkins informed the Board at the March 20, 2019 Board Meeting that a compliance issue had arisen associated with his position as Treasurer for the WEDC Board of Directors. Mr. Dawkins requested that the Board appoint another individual to the Treasurer role in order to resolve this compliance issue. As described in the excerpt from WEDC By-laws, the officer duties are listed for the Board's review. Further, it is detailed in Section 5.01 that any two (2) or more offices may be held by the same person, except the offices of President and Secretary. Recommendation Staff recommends that the WEDC Board of Directors review and revise officer positions for the remainder of the service year ending in June 2019. Attachments WEDC By Laws - Officers 4.14 Board's Relationship with Administrative Departments of the Cite Any request for services made to the administrative departments of the City shall be made by the Board of its designee in writing to the City Manager. The City Manager may approve such request for assistance from the Board when he finds such requested services are available within the administrative departments of the City and that the Board has agreed to reimburse the administrative department's budget for the costs of such services so provided. SECTION V OFFICERS 5.0.1 Officers of the Corporation The elected officers of the Corporation shall be a President, Vice President, Secretary, and Treasurer. The Board may resolve to elect one or more Assistant Secretaries or one or more Assistant Treasurers as it may consider desirable. Such officers shall have the authority and perform the duties of the office as the Board may from time to time prescribe or as the Secretary or Treasurer may from time to time delegate to his or her respective Assistant. Any two (2) or more offices may be held by the same person, except the offices of President and Secretary. 5.02 Sel ction of Officers The President and Vice President shall be elected by the Board and shall serve a Willi of one (1) year. On the expiration of the term of office of the President and Vice President, the Board shall select from among its Members individuals to hold such office. The term of office of the President and Vice President shall always be for a period of one year;provided, however, that the President and Vice President continue to serve until the election of their successors. The Secretary and Treasurer shall be selected by the members of the Board and shall hold office for a period of one (1) year; provided, however, that they shall continue to serve until the election of their successors. Elections shall be held at the annual meeting of the Board. Any officer meeting the qualifications of these Bylaws may be elected to succeed himself or to assume any other office of the Corporation. 5.03 Vacancies Vacancies in any office which occur by reason of death, resignation, disqualification, removal, or otherwise, shall be filled by the Board of Directors for the unexpired portion of the term of that office in the same manner as other officers are elected to office. 8 Amended 5/25/99 5.04 President The President shall be the presiding officer of the Board with the following authority: 1. Shall preside over all meetings of the Board. 2. Shall have the right to vote on all matters coming before the Board. 3. Shall have the authority, upon notice to the members of the Board, to call a special meeting of the Board when in his judgment such meeting is required. 4. Shall have the authority to appoint standing committees to aid And assist the Board in its business undertakings of other matters incidental to the operation and functions of the Board. 5. Shall have the authority to appoint ad hoc committees which may address issues of a temporary nature or concern or which have a temporary affect on the business of the Board. In addition to the above mentioned duties, the President shall sign with the Secretary of the Board any deed, mortgage, bonds, contracts, or other instruments which the Board of Directors has approved and 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 President shall perform all duties incident to the office, and such other duties as shall be prescribed from time to time by the Board of Directors. 5 0 Vice President In the absence of the President, or in the event of his or her inability to act, the Vice President shall perform the duties of the President. When so acting, the Vice President shall have all power of and be subject to all the same restrictions as upon the President. The Vice President shall also perform other duties as from time to time may be assigned to him or her by the President. 5.06 Secretary The Secretary shall keep or cause to be kept, at the registered office a record of the minutes of all meetings of the Board and of any committees of the Board. The Secretary shall also file a copy of said Minutes with the City and the same to be given, in accordance with the provisions of these Bylaws, or as required by the Texas Open Meetings Act or the Texas Open Records Act or other applicable law. The Secretary shall be custodian of the corporate records and seal of the Corporation, and shall keep a register of the mailing address and street address, if different, of each director. 9 Amended 5/25/99 5,07 Treasurer The Treasurer shall be bonded for the faithful discharge of his/her duties with such surety or sureties and in such sum as the Board of Directors shall determine by Board resolution, but in no event shall the amount of such bond be less than an amount equal to the average of the sums which the Treasurer has access to and the ability to convert during a twelve (12) month period of time. The Treasurer shall have charge and custody of and be responsible for all funds and securities of the Corporation. The Treasurer shall receive and give receipt for money due and payable to the Corporation from any source whatsoever, and shall deposit all such moneys in the name of the Corporation in such bank, trust corporation, and/or other depositories as shall be specified in accordance with Article VII of these Bylaws. The treasurer shall, in general,perform all the duties incident to that office, and such other duties as from time to time assigned to him by the President of the Board. 5.08 Assistant Secretaries and Assistant Treasure s The Assistant Secretaries and Assistant Treasurers, if any, shall in general,perform such duties as may be assigned to them by the Secretary or the Treasurer, or by the President of the Board of Directors. 5.09 Direc or f Ec 11 v - The Corporation may employ a Director of Economic Development. The Director of Economic Development shall serve as the Chief Executive Officer of the Corporation and shall oversee all administrative functions of the Corporation. The Director shall develop policies and procedures for the Corporation including financial, accounting, and purchasing policies and procedures to be approved by the Board and City Council. 5,10 Other Euplovees The Corporation may employ such full or part-time employees as needed to carry out the programs of the Corporation. 5.11 Contracts for Services The Corporation may, 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 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 Directors of its discretion and policy-making functions in discharging the duties herein above set forth in this section. to Amended 5/25/99 • ylie Econo is P evelop ent Corporation E ORA DU M TO: WEDC Board of Directors FROM: Samuel Satterwhite, Executive Directo SUBJECT: Staff Report DATE: April 2, 2019 Issue Staff report: review issues surrounding 78/Brown redevelopment project, and Cross Development Performance Agreement. Analysis As a reminder to Board members, the Board may not discuss an item which is not specifically identified on the agenda. Only those items listed above can be discussed. Should any Board member desire that an issue be placed on the agenda at any time prior to a Board meeting, WEDC President or staff can be contacted, or a request can be made during the Discussion Item below. 78/Brown Redevelopment Project Staff will provide updates on meetings with North Texas Municipal Water District and Collin County. Staff was also able to get the two Swayze properties under contract. Asbestos remediation on the nursing home will be completed by the end of the day on 4-2-19 with demolition beginning on 4-3-19. Following demolition of the nursing home, Intercon will take down the muffler shop on Marble Street. Cross Development Perfbrrnance Agreement On February 20, 2019 staff presented a request from Cross Development for a 90-day extension to the deadlines associated with performance measures as per Agreements between Cross,the City of Wylie, and the WEDC. The extension was being requested due to significant rains in Q4 of 2018 which greatly impacted construction. At that time, the Board indicated that their preference would be to wait until closer to the September 1, 2020 deadlines to consider extending the deadlines. Cross representatives understood the Board's position but asked that staff take the request back to the Board for consideration,even if it was acknowledged by all parties in a potential Amendment that no further consideration would be given to any further extensions. No action is requested by staff for this item. ylie cono ic P evelop ent Corporation E 0 - A DU TO: WEDC Board of Directors FROM: Sam Satterwhite, Executive Direct SUBJECT: Future Agenda Items DATE: April 1, 2019 Issue Discussion of issues to be placed on future WEDC Board Meeting agenda (no substantial consideration/discussion allowed). Analysis During this Discussion Item, Board Members will have the opportunity to propose that an issue be placed on a future agenda for consideration. The Board will note that no substantial consideration/discussion is allowed so that there will not be a violation of the Open Meetings Act which requires discussion/action items be placed on Agenda's with specific language as to what will be discussed. For example, the above language will allow a Board Member to present a request for a certain item to be placed on an agenda for consideration, but not the ability for the same Board Member to argue the merits of the issue. Conversely, another Board Member may not discuss the merits as to why they may not want that particular item on a future agenda. Recommendation This Item is for discussion only and will provide direction to Staff. No formal action is allowed.