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HomeMy WebLinkAboutR82-527 BRESOLUTION APPROVING THE CREATION OF SOUTH PLAINS HOUSING FINANCE CORPORATION; APPROVING THE ARTICLES OF INCORPORATION THEREOF AND APPOINTING THE INITIAL DIRECTORS THEREOF; AND CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT WHEREAS, the Texas Housing Finance Corporations Act, Article 12691-7, Vernon's Annotated Texas Civil Statutes, as amended (the "Act"), authorizes the creation and organiza- tion of public non-profit housing finance corporations to act as duly constituted authorities of cities and counties to provide a means Of financing the costs of residential ownership and development that will provide decent, safe and sanitary housing for persons of low and moderate income at prices they can afford; and WHEREAS, the Act authorizes such public non-profit housing finance corporations to issue revenue obligations and to utilize the proceeds from the sale of such obliga- tions to make or acquire mortgage loans on homes owned and occupied by persons of low and moderate income, and to provide financing for residential developments intended to be occupied substantially (at least 90 percent) by persons of low and moderate income; and WHEREAS, the Act further authorizes cities and counties to create and utilize such public non-profit housing finance corporations to accomplish such public purposes; and WHEREAS, three (3) persons, each of whom. is at least eighteen (18) years of age, a citizen of the State of Texas and a resident of the City of Ptainview, Texas (the "City"), have filed with the governing body (the "City Council") of the City a written application pursuant to the Act (the "Application") requesting that the Ci~ty Council of the City approve the creation of a public non-profit corporation under the Act to be designated and known as South Plains Housing Finance Corporation (the "Corporation"); that the City Council of the City approve the proposed Articles of Incorporation of' the Corporation; and that the City Council of the City appoint certain persons as members of the initial Board. of Directors of the Corporation; and WHEREAS, in order to promote and carry out-the public purposes set forth in.the Act, the City Council of the City has determined to grant, the requests contained in the Application by approving the creation of the Corporation and by taking certain related actions set forth more fully hereinafter; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PLAINVIEW, TEXAS: Section 1. That the City Council of the citY hereby finds, determines,~ recites and declares that it is wise, expedient, necessary and advisable that the Corporation be formed, that the creation and organization of the CorPo- ration under the Act as a duly constituted authority of the County and the other sponsoring local governmental units referred to in the proposed Articles of Incorporation of the Corporation is hereby approved and that the Corporation is hereby authorized to act on behalf of the City and such other local governmental units for the limited and purely public purposes of financing the costs of residential ownership, and development that will provide decent, safe and sanitary housing for persons of low and moderate income in the City and such other local governmental units at prices they can afford. Section 2. That the City Council of the City hereby approves the Articles of Incorporation of the Corporation in substantially the form attached hereto as Exhibit "A", and authorizes the incorporators of the Corporation to file such Articles of Incorporation with the Secretary of State of the State of Texas in the manner provided in the Act. Section 3. That the City Council of the City hereby appoints E. T. Ford, Glenn W. Thompson, Bob Harber, Eric Swenson, Jack King, James Betk, R. L. Bowman, Steve Webb, Boyd O. Roberts, Jim Solomon, Lucretia Campbell, Bill Noble, Jerry Corbin, Bobby James a-nd Susan Garms (each of whom is at least eighteen' (18) years of age, a citizen of the State of Texas and a resident of one of the sponsoring local governmental units referred to in the Articles of Incorporation of the Gorporation) to serve as the members of the initial Board of Directors of the Corporation. Section 4. That .the City Council of the C~ty hereby finds, determines, recites and declares that the creation and organization of the Corporation will serve a valid public purpose by assisting pers6ns of low and moderate income in the City to obtain decent, safe and sanitary housing, thereby helping to eliminate slums and blighted -2- areasj to relieve unemployment and depressed_ economic conditions in the residential construction industry, to expand the tax base of the State of Texas, the City and other political subdivisions, and to reduce public expendi- tures for crime prevention and control, public health, welfare and safety and for otherpubtic purposes. Section 5. That the City Council of the City hereby finds, determines, recites and declares that, notwithstand- ing that the Corporation shall be a duly constituted authority of the City and Other local governmental units, it is not intended to be nor shall it ever be deemed to be a political subdivision or municipal or political corporation of the State of Texas within the meaning of any Constitu- tional or statutory provision, including without limitation, Article III, Section 52 and Article XI, Section 3 of the Texas Constitution. Section 6. That the City Council of the City hereby finds, determines, recites and declares that the obligations of the Corporation shall not be deemed an indebtedness, liability, general, special or' moral obligation or pledge or loan of the faith or credit or taxing power of the State of Texas, the City or any other political subdivision or governmental unit, nor shall such obligations constitute an indebtedness within the meaning Of any constitutional or statutory debt limitation or restriction, or an agreement, obligation or indebtedness of the City or the State of Texas within the meaning of any constitutional or statutory provision whatsoever. Section 7. That the City Council of the City hereby finds, determines, recites and declares that it is the purpose, intent and desire of the City in approving the creation of the Corporation and its Articles~ of Incorpora- tion, that such actions comply with the requirements of the Internal Revenue Code of 1954, as amended, and the Treasury Regulations and Internal Revenue Service rulings promulgated thereunder, including, without limitation, Section 1.103-1 of the Treasury Regulations and the Regulations issued pursuant thereto, to the end that the Corporation shall be deemed to be a constituted authority acting on behalf of the City and the other sponsoring local governmental ~units referred to in the Articles of Incorporation of the Corporation pursuant to the Act a~d that any bonds or notes · issued'by the Corporation shall be considered issued on behalf of the City and'such other local governmental mni~s -3- by a duly constituted authority of the City and such other local governmental units empowered to issue such bonds or notes. Section 8. That, in recognition of the provisions of the Act stating that a local governmental unit shall not permit the existence of more than one housing finance corporation created on its behalf which has the power to make or acquire home mortgages, or to make loans to lending institutions, the proceeds of which will be used to make home mortgages or to make loans on residential developments, the Governing Body hereby declares that it has not pre- viously approved the creation of a housing finance corporation under the Act and hereby determines not to do so for as long as the City is one of the sponsoring local governmental units of the Corporation. Section 9. That the City Council of the City has considered evidence of the posting of notice of this meeting and officially finds, determines, recites and declares that a sufficient written notice of the date, place, and hour of this meeting and of the subject of this resolution was posted for at least seventy-two (72) hours before this meeting was convened; that such notice was posted' on a bulletin board located at a place convenient to the general public in the City Hall of the City; that such place was readily accessible to the general public at all times from the time of each such posting until this meeting was con- vened; and that this meeting has been open to the public at all times during which this resolution and the subject matter thereof has been discussed, considered and formally acted upon; all as required by the Open Meetings Law, Article 6252-17, Vernon"s Annotated Texas Civil Statutes, as amended. The City Council of the City further ratifies, approves and confirms such written notice and the contents and posting thereof- PASSED AND APPROVED this day of 1982. ATTE ST: Secretary (SEAL) -5- ARTICLES OF INCORPORATION OF SOUTH PLAINS HOUSING FINANCE CORPORATION We, the undersigned natural persons, each of whom is at least eighteen (18) years of age, a citizen of the State of Texas, and a resident of one of the sponsoring local govern- mental units referred to in Article X hereof, acting as incorporators of a corporation under the Texas Housing Finance Corporations Act, Article 12691-7, Vernon's Annotated Texas Civil Statutes, as amended, do hereby adopt the following Articles of Incorporation for such Corporation: ARTICLE I The name of the Corporation is South Plains Housing Finance Corporation. ARTICLE II The Corporation is a public non-profit corporation. ARTICLE III The duration of the Corporation shall be perpetual.- ARTICLE IV The Cprporation is organized solely to carry out the purposes of the Texas Housing Finance Corporations Act. ARTICLE The Corporation shall have no members. ARTICLE Vi A. The Corporation shall have and possess all powers conferred by the laws of the State of Texas on public non- profit corporations created under the Texas Housing Finance Corporations Act. B. Ail powers of 'the Corporation shall be vested in'a Board of Directors consisting of 'fifteen (15) persons. The members of the initial Board of Directors named in Article VIII hereof shall be appointed by written resolution of the governing bodies of each of the local governmental units referred to in Article X hereof, and shall serve for a term of two (2) years or until his or her successor is appointed as provided hereinafter. Thereafter, each of the sponsoring local governmental units referred to in Article X hereof shall appoint one (1) member of the Board of Directors, and each such subsequent director shall serve for a term of two (2) years or until his or her successor is appointed as provided herein. Notwithstanding the foregoing, any director may be removed from office at any time, with or without cause, by w~itten resolution of the governing body or governing bodies of the sponsoring local governmental unit or units that appointed such director. C. These Articles of Incorporation may be amended at any time and from time to time by the Board of Directors with the approval bf the governing bodies of each of the sponsoring local governmental units referred to in Article X hereof, or by written resolution of the governing bodies of each of the sponsoring local governmental units referred to in Article X hereof, in their sole discretion, subject, however, to limitations on the impairment of contracts entered into by the Corporation, all under and in accordance with the Texas Housing Finance Corporations Act. D. The net earnings of the Corporation, if any, and all funds and properties of the Corporation upon dissolution shall be distributed in fifteen (15) equal shares to each of the sponsoring local governmental units referred to in Article X hereof. E. Ail Other matters pertaining to the internal affairs of the Corporation shall be governed by the bylaws of 'the Corporatio~ so long as such bylaws~ are not incon- sistent with these Articles of Incorporation, the Texas Housing Finance Corporations Act, or any other law of the State of Texas. ARTICLE VI I The street address o.f the initial registered office of the COrporation is 1709 26th Street, Lubbock, Texas, and the name-of its initial registered agent, at such address is' Jerry D. Casstevens. ~ ARTICLE VIII The number of directors constituting the initial Board of Directors of the Corporation is fifteen (15). The names and addresses of the members of the initial Board of Directors, each of whom resides within one of the sponsoring local governmental units referred to in Article X hereof, are: NAME ADDRESS Mr. E. T. Ford 720 Country Club Road Mu!eshoe, Texas 79347 Mr. Eric Swenson Spur Security Bank P. O. Box 549 Spur, Texas 79370 Judge Glenn W. Thompson 610 East Lincoln Morton, Texas 79346 Mr. Jack King First National Bank P. O. Box 430 Post, Texas 79356 Mr. Bob Harber Lorenzo State Bank P. O. Box 490 Lorenzo, Texas 79343 Judge R. L. Bowman Hockley County Courthouse Levelland, Texas 79336 Mr. James Be!k P. O. Box 475 Edmonson, Texas 79032 Steve Webb Webb, Webb & Wright CPA 823 LSD Drive Littlefield, Texas 79336 Mr. Bobby James Mr. Boyd O.'Roberts City of Plainview P. O. Box 1870 Plainview, Texas 79072 103 Lubbock County Courthouse Lubbock, Texas 79401