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HomeMy WebLinkAboutMinutes (01-29-2015)MINUTES OF ORGANIZATIONAL MXTTING BRAZOS COUNTY MUNICIPAL UTILITY DISTRICT NO. 1 ]anuary 29,2415 The Board of Directors (the "Bcsard") of Brazos County Municipal Utility Dislrict No. 1 (the "Distrlct") met in organizational session, open tc the public, on the 29th day of ]anuary, 2015, at 17777 State Highway 6 S, Tower Con{erence Room, College Statian, Texas, inside the boundaries of the District, and the :o11 was ca11ed of the members of the Board: R. Hunter Goodwin L. B. Hodges Jr. Kyle Davis Charles Moreau Brian G. Fisher Director Director Director Director Director and all of the above were present except Directcr Fisher, thus constituting a quorum. Also present at the meeting were Bill Mather and Lisa Huerta of Grid Raceplex Holdings, Ltd. ("GRH"); Tarni Martin of Texas World Speedway; Keith Behrens o{ Devlan Group; Terry Reeves, Doug Bramwell, and Adarn Brumbaugh of jones & Carter, Inc. ("j&C"); Avik Bonnerjee oJ B&A Municipal Tax Service, LLC; Terrell Palmer of First Southwesl Company; Rose Montalbano of F. Matuska,lnc.; and Stephen M. Robinsory Annette Stephens, and Kristen Hogan of Allen Boone Humphries Robinscn LLP ("ABHR"). DIRECTOR ORCANIZATION MATTERS The Board considered approving the Sworn Statements, Oaths of Office, and OfJlcial Bonds of the temporary District Directors. Mr. Robinson stated that pursuant to Chapter 49 of the Texas Water Code, a Board must elect officers. He added that in order {or the Board to convene, three directors must be present, and in order for a motion to pass, three directors must vote in favor of the motion. The Board considered organiziag and electing officers. Upon a motion rnade by Director Davis and seconded by Director Moreau, the Bcard voted unanimously for Director Coodwin to serve as President of the Board. Upon a motion made by Director Goodwin and seconded by Director Davis, the Board voted unanimously for Director Moreau to serve as Vice President of the Board. Upon a motion made by Director Hodges and seconded by Director Moreau, the Board voted unanimously for Director Hodges to serve as Secretary of the Board, Director Davis to serve as Assistant Secretary of the Board, and Director Fisher to serye as Assistant Vice President of the Board. 538317 Mr. Robinson presenled and reviewed a memorandum regarding the requirement {or Board members and consultants to disclose certain conflicts of interest, pursuant to Chapter 176 of the Texas Local Government Code, a copy of which is attached. LIe reviewed the forms adopted by the Texas Fthics Commission for making disclosures under Chapter 176, a*d encouraged the Board members to contact ABHR if assistance is needed in determining whether a conflict requlres disclosure or in making a required disclosure. Mr. Robinson presented and reviewed a memorandum regarding the Open Meetings Act and Public InJormation Act kaining requirements, a copy of which is attached. lle stated that each elected or appointed public official is required tc complete a course of kaining regarding re$ponsibilities of the goverrunental body and its members under the Texas Open Meetings Act, Chapter 551. Mr. Robinson stated thal elected r:r appointed directors must complete training within 90 days of taking the oath of office. He then discussed the rnethods by which the Board can receive the required training and requested thal the Directors forward their certificates of cornpleticn to ABFIR for the District's records. Following review and discussion and upon a motion by Director Goodwin and seconded by Directcr Davis, the Board voted una:rimously to approve the Sworn Statements, Oaths of O{fice, and O{ficial Bonds for the District Board members and to organize the Board and elect officers as foliows: R. |Iunter Goodwin Charles Moreau L. B. Hodges ]r. Kyle Davis Brian G. Fisher Fresidenl Vice President Secretary Assistant Secretary Assistant Vice President FXEqUTION OF ENGAGEMENT LETTFR WITH ALLEN BOONE HUMPHRIES ROBINSON LLI} TO STRVE AS ATTORNTY FOR TXE DISTRICT The Board next considered selecting an attorney to represent the District. Mr. Robinson reviewed an engagement letter with ABHR. He reviewed the general services ABHR would perform for the District and stated ABHR would bill hourly for these services. Mr. Robinson stated that ABHR also would act as bond counsel {or the Dislrict and :he firm would be paid a lump sum {ee based on a percentage of the Dislrict's bond issues. After review and discussion, Director Goodwin rnoved to engage ABHR as the District's attorney and authorize execution of the engagement letter. Director Moreau seconded the motion, which passed unanimously. 2- OFFICIAL SIAL Mr. Robinson presented the proposed seal for the District, an imprint of which follows: Director Davis moved that the seal be adopted as the o{{icial seal of the District. Director Moreau seconded the motion, which passed unanimously. PROPOSALS FOR DIRECTORS BONQS AND CONSULTANI BONDS AND INSURANCE POLICIES Mr. Robinson stated that the Directors are each required to have a $L0,000 {idelity bond and the District must obtain public employee bonds for consultants who handle District funds. The Board then reviewed a proposal from SlG/Mclonald & Wessendorff for director and consultant bonds, general and automobile liability, and directors and officers liabiiity. After review and discussiory Director Davis moved to accept the proposal for director and consultant bonds and general and automobile liability and direclors and officers liability coverages. Director Hodges seconded the mction, which passed by unanimous vote. Director Goodwin then made a motion to add workers compensation coyerage to the insurance package being purchased from SIG/McDonald & WessendorJf. Director Moreau seconded the motion, which passed unanimously. EXFCUT]ON OF AGREHMENT FOR BOOKKIEPING SHRVICFS AND OPSNINC OF DISTRTCT OPERAIINC ACCOUNT Ms. Montalbano discussed bookkeeping services provided by F. Matuska, Inc. and reported on efforts to work with Guaranty Bank & Trust to open an operating account for the District, subject to such bank's execution of an acceptable form of depository pledge agreement with the District. She recommended Compass Bank if Guaranty Bank & Trust is not willing to execute the necessary agreement. Ms. Montalbano presented a proposed Conkact for Bookkeeping Services for the Board's consideration. After review and discussion, Director Moreau moved to engage F. Mafuska, Inc. as the District's bookkeeper, authorize execution of the Contract for Bookkeeping Services, and authorize opening of a District operating account at Guaranty Bank & Trust or Compass Bank, as discussed. Director Davis seconded the motiory which passed unanimously. 538317 -3- ON OF AGRF:MENT TAX ASSESSMTNT SERViCES Mr. Bonrrerjee discussed the appraisal plocess and tax assesscr/collector services related to appraisals of property within the Dislrict and the levy of taxes by the District. He :rext presented a proposed Agreement for Services of Tax Assessor/Collector ferr B&A Municipal Tax Service, LLC to serve as tax assessor/collector {or the District. After review and discussicn, Director Hodges moved to engage B&A Municipal Tax Service, LLC as the District's tax assessor/collector and autharize execution of the Agreement Jor $ervlces of Tax Assessor/Collector. Director Moreau seconded the moticn, which passed unanimously. FCUTION OT'AGREEMENT IRST $OUTHWEST TO SERVS AS FINANCIAL ADV]SOR FOR TH! DISTRICT Mr. Robinson discussed financial advisory services provided by First Southwest Company, inciuding tax rate recomrnendations for the District, recommendations regarding the issuance of bonds, and marketing of District bonds. He reviewed a proposed Financial Advisory Services Agreement between the District and First Southwest Company. Mr. Falmer stated First Southwest Company is paid a lump sum {ee based on a percentage of the District's bond issues. After review and discussion, Directo: Davis maved to engage First Southwest Company as the District's financial advisor and authorize execution o{ the Financial Advisory Services Agreement. Director Moreau seconded the motion, which passed unanimously. EXECUTIObI OF AGR:HMENT WITH JONES & CARTSR, INC. TO SERVE AS ENGINEER FOR THI DISTBICT Mr. Reeves reviewed a proposed Pro{essional Services Agreement {or ]&C to serve as engineer {or the Diskict. He discussed general and constructicn-related engineering services contemplated in the Agreement. After review and discussion, Director Hodges mcved to engage ]&C as the District's engineer and authorize execution of the Professional Services Agreement. Director Goodwin seconded the motir:n, which passed unanimously. ENGAGE AUDITOR This item was tabled. RESOLUTION ADOPTINC FTSCAL YFAR TND FOR TIt: DISTRICT The Board considered adopting a fiscal year-end for the District. After review and discussiern, Director Moreau moved to adopt a Resolution Adopting Fiscai Year Und reflecting November 30th as the District's fiscal year-end. Director Davis seconded the motion, which passed unanimously. 538317 -4- UTILITY AGREEMENT AND STRATTGIC TARTNTRSHIP ACRETMFNT WITH THT CITY OF COLLEGE STATION Mr. Robinson distributed copies of the prcposed Utility Agreement and Strategic Partnership Agreement between the District and the Clty of College Station (the"City"). lle recommeaded that the Board members review the agreements for consideratian at the next meeting. RTPORT ON DEVELOPMINT IN THF DISTRICT Mr. Mather discussed development plans for the District and responded t<; questions from the Board. Mr. Robinson discussed the actions taken and costs incurred to date by GRH, ABHR, and J&C in connection with the creation cf the District by the Texas Commission on Environmental Quality ("TCFQ") over approximately 553 acres of land. He discussed with the Bcard the feasibility rules of the TCEQ assr:ciated with reimbursing a developer from the sale of bonds. Mr. Robinson presented and reviewed a proposed Development Financing Agreement with GRH, which reflects that GRH will pre- finance the design and construction of water, sewer, drainage, and road facilities and certain creation and operating expenses of the District, to be relmbursed from a future bcnd sale. After review and discussion, Director Moreau moved to approve the actions taken and expenditures made by the developers, attorney, and eagineer to date and to approve the Development Financing Agreement with CRH. Director Davis seconded the motion, which passed unanimcusly. REPORT ON FNGINSERING MATTE&S Mr. Bramwell distributed and reviewed a report on engineering matters, a copy of which is altached. He next presented a District Boundary Map for execution by th* Board. Following review and discussion, Director Davis moved to authorize execution o{ the District Boundary Mup. Director Hodges seconded the motiory which passed unanimously. ATTORI'IIY'S RIPORT The Board considered establishing District of{ices and out-of-Dish"ict meeting places at the offices of ABHR and J&C. Mr. Rcbinson presented a Resolution Istablishing Offices and Out-of-District Meeting Places o{ the Board of Directors for the Board's consideration. Mr. Robinson stated that pursuant ta Sectian 49.Affi etf the Texas Water Code, the Board is required to establish a posting place within the boundaries of the District for a1l notices of Board o{ Director meetings, in addition to posting notices at the Brazos Cr:unty courthouse. He then presented a Resolution Hstablishing Posting Place for -5538317 Notice of Board of Directors Meetings {or the Board's consideration. The Board considered" establishing a posting place at today's meeting location. Mr. Robinscn next reviewed a Resolution Xstablishing Fees of Office and Reirnburserneni Policy. He stated that pursuant ta Section 49.A6A of the Texas Water Code, the Br:ard can establish fees of office of not more than $150 per day fclr each day the director spends in service of the Districf however, by law such fees may not exceed $7,2AA per year. Mr. Robinson presented a Resolution Authorizing Request to Brazos Centrai Appraisal District to Activate a District. He stated that the Resolution requests the Appraisal District to prepare the District's tax roii for the future levy of taxes. The Board next considered authorizing the execution of a District Registration Form reflecting the names, positions, and contact information of the Board of Directors and District consultants. Mr. Robinson stated that the District Registration Form wili be filed with the TCEQ. Mr. Robinson presented a District Information Form reflecting the creation of the District and the form o{ Notice to Purchasers. He stated that the Information Form will be filed in the official records of Brazos County and with:he TCEQ. Fcilowing review and discussiory Director Hodges moved to take the following aclions and direct that these documents be filed appropriately and retained in the District's official records: (1) adopt the Resoluticn Sstabiishing O{fices and Out-of- Dis*ict Meeting Places of the Board of Directors to establish (i) the official office of the District at ABHR, (ii) an office far the purposes of receiving bids and administering construction contracts at the offices of J&C, and (iii) out-of-District meeting places at the offices of ABHR and l&C; (2) adopi the Resolution Establishing Posting Place for Notice of Board of Directors Meetlngs tc establish the District's posting place at 17777 State L{ighway 6 S, College Station, Texas 77845, inside the boundaries of the District; (3) adopt the Resolution Establishing Fees of Office and Diskict Reimbursement Policy to estabiish fees of office not to exceed the maximum amount allowable by law; {4) adopt the Resolution Authorizing Request to Brazos Central Appraisal Dislrict to Activate a District requesting preparation of the District's tax rcll; (5) authorize execution and {iling o{ the District Registration Form; and (6) aulhorize execution and filing of the District InJormation Form. Director Moreau seconded the motiory which passed unanimously. ENGINEER]NG RFPORT Messrs. Reeves and Bramwell dislributed and reviewed an engineering report with summaries of costs associated with the cons*uction of water, sewer, drainage, and pavlng facilities to serve the District. After review and discussion, Director Coodwin 338317 -6- moved to accept the enginee:ing report. Director Moreau seconded the rnotk:n, which passed unanimously. oRpHS CALLTNG CONFIRMATTON 5lECTTON. pTRECTORS "ELECTTON, BOr}Jp Er.ECrroNS, AN p" p$RATION Ahip MATNTF"ISANCE T.tX ELTCT]ONS The Board considered adopting an Order Calling Confirmatlon Election, Directors Election, Bcnd Electicns, and Operati<ln and Maintenance Tax Elections ("Election Order"). Mr. Robinson stated that voter approval of the propositions to be submitted to the District's voters at elections to be held on May 9, 2A15, would (1) con{irm the creation of the District, {2} eiect five directors, (3) authorize the District to issue water, sewer, and drainage bonds and to levy and collect a tax upon all taxable property within the District for the pay:nent o{ principal and interest on such bonds, (4) authorize the District to issue rcad bonds and to levy and collect a tax upon all taxable property within the Dislrict for the payment of p:incipal and interest on such bonds, (5) authorize the levy and collection of an operation and maintenance tax on all taxable property within the District, and (6) authclrize the levy and collection o{ a road operation and maintenance tax on all taxable property within the Disfrict. A{ter review and discussion, Director Hcdges moved to adopt the Ilection Order and direct it be filed and posted appropriately and retained in the District's of{icial records. Director Davis seconded the motion, which passed by unanimous vote. PAY T'OR ELECTION OFFICIALS Mr. Robinson stated that the Texas Election Code authorizes the Board tc set the pay for election of{icials serving during District elections. A{ter discussion, Director Goodwin moved to set the pay for the election officials serving at the .}i4ay 9, 2A15, elections at $12.00 per hour. Director Hodges seconded the motion, which passed by unanimous vote. MEETING SCHEDULH AND ]TEMS FOR iNCLUSION ON THE NEXT AG:NDA There being no Jurlher business to come before the Board, the meeting was ad'iourned. 538317 7- LTST OF ATTACHMENTS TO MINUTES Minutes Paor- memorandum on conflicts disciosure and lorms ...."......2 memorandum on Open Meetings Act and Public InJormation Act training requirements............ ............2 engineer's report...... ........................5 -8-5383L7 cERTIFICATtON I, the undersigaed officer oJ the Board of Directors of Brazos Caunty Municipal Utility District No. 1 (the "District"), do hereby certi{y that the {oregoing is a true and correct copy of the minutes of the Diskict's organizational meeting on ]anuary 29,2A15, approved by the Board of Directors of said District on April 17, 2A15, and said minutes are true and accurate. wifness my hand and seal of the District the t@day of & f g: X- 201s. Secretary, Board