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HomeMy WebLinkAboutR18-433�I RESOLUTION NO. R18-433 tam A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PLAINVIEW, TEXAS ADOPTING THE BY-LAWS FOR THE TAX INCREMENT REINVESTMENT ZONE NO. 1, HISTORIC DOWNTOWN PLAINVIEW, TEXAS WHEREAS, on May 8, 2018, the City Council of the City of Plainview, Texas adopted Ordinance No. 18-3677 (the "Ordinance"), which created Tax Increment Reinvestment Zone #1, Historic Downtown Plainview, Texas (the "Downtown Zone") and established a Board of Directors for the Zone (the "Board") as authorized in accordance with the Tax Increment Financing Act (the "Act"), Chapter 311 of the Texas Tax Code Ann.; and WHEREAS, on November 12, 2018, the Board met and approved bylaws applicable to the Board (the "Bylaws") to assist the Board in efficiently and effectively carrying out the duties and responsibilities of the Board as outlined in the Ordinance; and WHEREAS, the Board believes it to be in the best interest of the City of Plainview for the City Council of the City of Plainview to approve such Bylaws which are attached hereto and incorporated herein as though set forth fully herein, and recommends their passage; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PLAINVIEW, TEXAS: 1. THAT the facts, findings and recitals outlined above are found to be true and correct and incorporated into the body of this ordinance as though set forth fully herein. 2. THAT the City Council hereby approves and adopts the Bylaws as attached hereto and as recommended by the Board. 3. THAT in the event it is determined that the Bylaws should be amended, any amendment must first be approved by the City Council of the City of Plainview before such amendment becomes effective. Passed and approved on this 11 to day of December, 2018. Wendell Dunlap, Mayor TIRZ #1 Board Bylaws Resolution Page 1 of 2 I• ATTEST: /&�C Belinda Hinojo a, ity Secretary TIRZ #1 Board Bylaws Resolution Page 2 of 2 f - 0 PLAINVIEW,TX explore the opportunities Tax Increment Reinvestment Zone #1, Historic Downtown Plainview, Texas BYLAWS The Tax Increment Reinvestment Zone #1, Historic Downtown Plainview, Texas, Board of Directors (hereinafter referred to as "TIRZ Board" or "Board`) hereby adopts these Bylaws to govern their proceedings and carry out the purpose for which the TIRZ was created, not inconsistent with the Charter and Ordinances of the City. These Bylaws shall serve a function supplementary to the regulations governing the TIRZ Board within the City's Code of Ordinances, as may be amended by City Council, and any current or future City of Plainview Ordinances relating to the creation, regulation, and administration of the TIRZ. ARTICLE I PURPOSE Section 1. Financing Development or Redevelopment in the Zone In order to implement the purposes for which Tax Increment Reinvestment Zone #1, Historic Downtown Plainview, Texas (the "Zone") was created, as set forth in Ordinance No. 18-3677, dated the 81h day of May, 2018, the City of Plainview, Texas (the "City") may issue obligations to finance all or part of the cost of implementing the Project and Financing Plan for the Zone as defined in the Tax Increment Financing Act of the Tax Code, Chapter 311, Vernon's Texas Codes Annotated (the "Act"). ARTICLE II BOARD OF DIRECTORS Section 1. Membership The members of the TIRZ Board shall be those members appointed by Resolution No. R18- 414, as adopted by City Council and as may be amended. TIRZ Board members shall be at least eighteen (18) years of age and a resident of Hale County or a county adjacent, or own real property within the TIRZ whether or not the individual resides in Hale County or a county adjacent. Section 2. Powers. Number and Term of Office The property and affairs of the Zone shall be managed and controlled by City Council based on the recommendations of the TIRZ Board, subject to the restrictions imposed by law, the "PW Ordinance creating the Zone, and these Bylaws. The TIRZ Board has no authority, under any circumstance, to unilaterally issue bonds, impose taxes or fees, exercise the power of eminent domain, or give final approval to project plans. See V.T.C.A, Tax Code § 311.010. It is the intention of the City Council that the TIRZ Board shall function in an advisory capacity with respect to the Zone and shall exercise only those powers which are granted to the Board pursuant to the Act, notwithstanding the limited power delegated to the Board by the Ordinance creating the Zone, to administer economic development programs for public purpose. The Board may enter into development agreements considered necessary or convenient to implement the Final Project and Financing plan and to achieve the Board's general purposes with respect to the TIRZ. The Board shall consist of seven (7) members appointed by resolution of the City Council. Of the Board members, Council shall appoint five (5) members, with three (3) of the five (5) Council appointees being specifically comprised of one (1) member from each of the following organizations: Plainview Downtown Association, Main Street Board and the Plainview -Hale County Economic Development Corporation. Hale County may, but is not required to, appoint two (2) members. Council shall appoint members as is necessary to fill the remaining positions, if Hale County does not appoint their allotment. All members appointed to the Board shall meet the eligibility requirements as set forth in Section 311.009 of the Texas Tax Code. Such members may be members of the City Council. The first Board of Directors shall serve for an initial term ending June 30, 2020, or until his or her successor is appointed. Subsequent directors shall be appointed by the governing body of the respective taxing unit which made such initial Board appointment and shall serve for two (2) year terms beginning July 1, 2020 or until their successors are appointed. It is understood by the members of the Board that all members of the Board serve at the pleasure of the taxing unit responsible for their appointment. It is expected that all Board members attend all regularly scheduled Board meetings. If a Board member is unable to attend a regularly scheduled Board meeting, the member shall notify the City staff liaison prior to the time such meeting is held. Annually, the Board will provide each taxing unit responsible for appointing Board members a report that includes the attendance record of the Board members. In the event of a vacancy caused by the resignation, death, or removal for any reason of a director, the governing body of the respective taxing unit which made such Board appointment shall be responsible for filling the vacancy. Section 3. Books and Records: Approval of Programs and Financial Statements The TIRZ Board shall keep correct and complete books and records of account and shall also keep minutes of its proceedings and the proceedings of committees having any authority of the Board of Directors. All books and records of the Zone may be inspected by any director of the City or his agent or attorney for any proper purpose at any reasonable time. At all times, the City Council, the Chief Financial Officer of the City, or the City Auditor shall have access to the complete books and records of the Zone. Page 2 of 6 MM• Per City Ordinance No. 18-3677, the Board shall have the limited authority to establish and i administer economic development programs, including the power to make loans and grants from collected tax increment, authorized under Chapter 380 of the Texas Local Government Code. Should such loans or grants occur, their intent must fulfill the public purposes of developing and diversifying the economy, eliminating unemployment, underemployment, and developing or expanding transportation, business and commercial activity in the TIRZ. Such authority shall be expressly limited by the TIF Project Submission Guidelines (to be created and approved by Council). The aforementioned guidelines will limit the Board's authority with respect to making loans and grants from collected tax increment by defining a maximum amount that may be disbursed by the Board for approved projects without requiring additional approval by Council. Approved projects which require more funding than the Board is expressly authorized to disburse per the TIF Project Submission Guidelines, require final approval by Council before any funds may be released. ARTICLE III OFFICERS Section 1. Titles and Terms of Office The officers of the Zone shall consist of a chair, a vice chair, a secretary and such officers as the Board may from time to time elect or appoint; provided, however, that City Council shall, on an annual basis, appoint the chair whose term shall end on June 30 of each year. One person may hold more than one office, except that the chair shall not hold the office of secretary. Terms of office for officers other than the chair shall not exceed two (2) years. All officers other than the chair, shall be subject to removal from office, with or without cause, at any time by a vote of a majority of the entire Board. A vacancy in the office of any officer other than the chair shall be filled by a vote of a majority of the directors. Section 2. Powers and Duties of the Chair The chair shall be the chief executive officer of the TIRZ Board of Directors and subject to the approval of the City Council, shall be in general charge of the properties and affairs of the Zone and shall preside at all meetings of the Board. The chair determines the order of business for items posted on the TIRZ Board agenda at the commencement of each posted meeting. Section 3. Vice Chair The vice chair shall be a member of the Board of Directors and shall have such powers and duties as may be assigned by the Board. The vice chair shall exercise the powers of the chair during that officer's absence or inability to act. Any action taken by the vice chair in the Page 3 of 6 W01% performance of the duties of the chair shall be conclusive evidence of the chair's absence or inability to act at the time such action was taken. Section 4. Secretary The secretary shall keep the minutes of all meetings of the Board in books provided for the purpose and shall have charge of such books, records, documents and instruments as the Board may direct, all of which shall at all reasonable times be open to inspection. The secretary shall generally perform all duties incident to the office of secretary subject to the control of the City Council and the Board of Directors. The function of secretary may be performed by City staff. Section 5. Compensation Officers shall not receive any salary or compensation for their services, except that they shall be reimbursed for their actual reasonable expenses incurred in the performance of their duties hereunder. Section 6. Administrative Staff Staff functions for the Board may be performed by the City manager and/or his designees. The City manager and/or his designees shall assist members in performance of their office through consultation and the furnishing of information. Section 7. Ethics Any member of the TIRZ Board who has a professional, personal or financial interest in any specific matter presented before the TIRZ Board shall recuse himself from the deliberation during the presentation and shall not participate in action, if any, taken on that specific matter. Additionally, in the interest of fairness, no discussion shall be held by a member or members of the TIRZ Board with any property owners, applicants or their representatives attempting to influence any Board member concerning a proposed project, or any other matter before the Board either at home, office, in person, by telephone, text message, e-mail or letter. All such discussions shall be held at the public hearing called for that purpose so that all members of the TIRZ Board shall have the full benefit and knowledge of the discussion. Further, when a TIRZ Board member is called upon to voice opinions at public or private functions, he/she shall indicate that such opinions are made in a personal capacity and are not representative of the TIRZ Board unless a formal action by the Board has been taken on the specific issue. ARTICLE IV MEETINGS, QUORUM & CONDUCT OF BUSINESS Section 1. Meetings of Directors The directors shall hold their regular meetings within a public building in the City as the TIRZ Board may from time to time determine. All TIRZ Board meetings and business matters Page 4 of 6 187 should be of a public nature unless pertaining to an issue requiring the privacy of a closed session under an allowed statutory exception of the Open Meetings Act. Notice of all regular meetings of the Board and any committees thereof shall be posted in accordance with the provisions of Chapter 551, Texas Government Code. There shall be at least one regular meeting held each year for review and approval of the Annual Report No notice of regular meetings shall be required to be given to the directors, other than through the published schedule adopted at a regular meeting of the TIRZ Board. Section 2. Emergency Meetings Emergency meetings of the Board of Directors shall be held whenever called by the chair, by the secretary, by a majority of the directors then in office or upon advice of or request by the City Council. The secretary shall give notice to each director of each emergency meeting. Notice of all emergency meetings shall state the purpose, which shall be the only business conducted and shall be subject to the requirements of state law. Section 3. Quorum A majority four (4) of the seven (7) directors holding current appointments shall constitute a quorum for the consideration of matters pertaining to the purposes of the Zone. The act of a majority of the members present at a meeting at which a quorum is in attendance shall constitute the act of the Board of Directors, unless the act of a greater number is required by law. ARTICLE V PROVISIONS REGARDING BYLAWS Section 1. Effective Date These Bylaws shall become effective only upon the occurrence of the following events: (1) The adoption of these Bylaws by the Board of Directors; and (2) The approval of these Bylaws of the City Council. Section 2. Amendments to Bylaws These Bylaws may be amended by majority vote of the Board of Directors, provided that the Board of Directors files with the City Council a written application requesting that the City Council approve such amendment to the Bylaws, specifying in such application, the amendment or amendments proposed to be made. If the City Council by appropriate resolution finds and determines that it is advisable that the proposed amendment be made, authorizes the same to be made and approves the form of the proposed amendment, the Board of Directors shall proceed to amend the Bylaws. Page 5 of 6 After consultation with the Board of Directors, the Bylaws may also be amended at any time by the City Council by adopting an amendment to the Bylaws by resolution of the City Council and delivering the Bylaws to the secretary of the Board of Directors. Section 3. Interpretation of Bylaws These Bylaws and all the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth herein. If any word, phrase, clause, sentence, paragraph, section or other part of these Bylaws, or the application thereof to any person or circumstance, shall ever be held to be invalid or unconstitutional by any court of competent jurisdiction, the remainder of these Bylaws and the application of such word, phrase, clause, sentence, paragraph, section of other part of these Bylaws to any other person or circumstance shall not be affected thereby. ARTICLE VI GENERAL PROVISIONS Section 1. Resignations Any director may resign at any time. Such resignation shall be made in writing and shall take effect at the time specified therein, or, if no date is explicitly stated, resignation is effective at the time of its receipt by City Council. The acceptance of a resignation shall not be necessary to make it effective, unless expressly so provided in the resignation. Section 2. Approval of Delegation of Power by the City Council To the extent that these Bylaws refer to any approval by the City, such approval of delegation shall be evidenced by a certified copy of an ordinance or resolution, duly adopted by the City Council. Approved by the TIF Board of Directors on the 12th day of November, 2018. Approved by the Plainview City Council by Resolution No. R18-433, attached hereto, on the 1111, day of December, 2018. Page 6 of 6