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4A Wichita Falls Economic Development Minutes - 05/14/1997e MINUTES OF THE 4A SALES TAX CORPORATION May 14, 1997 Present: John Gavin Ray Clymer Ron Bullock Gary Shores Stan West Kay Yeager, Mayor Jim Berzina, City Manager Gregory D. Humbach, City Attorney Linda Merrill, Recording Secretary § Corporation Board Members § City Staff Greg Humbach called the meeting to order at 1:05 p.m. He suggested to the Corporation that they discuss the proposed bylaws section by section to determine if any changes were necessary before adoption. ARTICLE I. PURPOSE AND POWERS Section 2. Powers was amended by the addition of "16) any other activities authorized by law." ARTICLE II. BOARD OF DIRECTORS Section 3. Notice of Meetings was amended by the deletion of the following sentence in subsection (a): "The annual meeting shall be held in the last quarter of the fiscal year and will be held concurrently with a regular or special called meeting of the Council." The position of "secretary" was amended to "secretary /treasurer" throughout the bylaws. 2 ARTICLE III. OFFICERS Section 3. Secretary, was amended to read as follows: "Section 3. Secretary/Treasurer. The secretary /treasurer shall keep the minutes of all meetings of the Board in books provided for that purpose, shall give and serve all notices, may sign with the president in the name of the Corporation and/or attest the signature thereto all contracts, conveyances, franchises, bonds, deeds, assignments, mortgages, notes and other instruments of the Corporation, shall have charge of the corporate books, records, documents and instruments, including the books of account and financial records and securities, and such other books and papers as the Board may direct, all of which shall at all reasonable times be open to public inspection upon application at the office of the Corporation during regular business hours, and shall in general perform all duties incident to the office of secretary /treasurer subject to the control of the Board. The secretary /treasurer shall also have the responsibility to see to the handling, custody, and security of all funds and securities of the Corporation in accordance with these bylaws. When necessary or proper, the treasurer may endorse and sign, on behalf of the Corporation, for collection or issuance, checks, notes and other obligations in or drawn upon such bank or banks or depositories as shall be designated by the Board consistent with these Bylaws. The secretary /treasurer shall see to the entry in the books of the Corporation full and accurate accounts of all monies receive and paid out on account of the Corporation." A Section 6 under this Article was added to read as follows: "Section 6. Bonds. The president and secretary /treasurer of the Board shall each given an official bond in the sum of not less than One Hundred Thousand ($100,000) Dollars. The bonds referred to in this section shall be considered for the faithful accounting of all monies and things of value coming into the hands of such officers. The bonds shall be procured from some regularly accredited surety company authorized to do business in the State of Texas. The premiums therefor shall be paid by the Corporation. A copy of each officer's bond shall be filed with the City Clerk." ARTICLE IV. FUNCTIONAL CORPORATE DUTIES AND REQUIREMENTS Section 3. Books, Records, Audits was amended at subsection (b) as follows: "(b) At the request of the Board, the Council may direct that the books, records, accounts and financial statements of the Corporation may be maintained for the 3 Corporation by the accountants, staff and personnel of the City. In such event, the Corporation shall pay to the City reasonable compensation for such services." Section 4. Deposit and Investment of Corporate Funds was amended in part as follows: "... The accounts, reconciliation and investment of such funds and accounts may be performed by the Finance Department of the City...." ARTICLE V. MISCELLANEOUS PROVISIONS Section 1. Principal Office. Subsection (a) was amended to include the principal office of the Corporation to be 1300 Seventh Street, Wichita Falls, Texas. Gary Shores moved that the bylaws as amended be approved, the motion was seconded by John Gavin, and the motion was approved by unanimous vote. The next meeting was scheduled for June 5 at 1:00 p.m. in the Council Conference Room of the Memorial Auditorium building. The meeting adjourned at 1:55 p.m.