Res 076-97 5/6/1997RESOLUTION NO. _q_10 A q
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
WICHITA FALLS, TEXAS; AUTHORIZING INCORPORATION
OF THE WICHITA FALLS ECONOMIC DEVELOPMENT
CORPORATION; APPROVING THE FORM OF ARTICLES OF
INCORPORATION FOR THE CORPORATION; AUTHORIZING
THE MAYOR, THE CITY MANAGER, AND THE CITY
ATTORNEY TO ACT AS INCORPORATORS AND FORWARD
THE ARTICLES TO THE SECRETARY OF STATE; PROVIDING
AN EFFECT DATE; FINDING AND DETERMINING THAT THE
MEETING AT WHICH THIS RESOLUTION WAS PASSED WAS
OPEN TO THE PUBLIC AS REQUIRED BY LAW.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
WICHITA FALLS, TEXAS:
SECTION 1. That the City Council of the City of Wichita Falls, Texas,
hereby finds and determines that it is advisable that the Wichita Falls Economic
Development Corporation be authorized and created under the provisions of the
Texas Non - Profit Corporation Act and Section 4A, Article 5190.6, Vernon's Texas
Civil Statutes, as amended, the Development Corporation Act of 1979.
SECTION 2. That the Articles of Incorporation for the Corporation, a
true copy of which is attached hereto as Exhibit "A" and made a part hereof for all
purposes be, and the same is hereby approved for organizing the Corporation.
SECTION 3. That the Mayor, the City Manager, and the City Attorney
be, and they are hereby authorized to act as the Incorporators of the Corporation
and to file the Articles of Incorporation of the Corporation with the Secretary of
State of the State of Texas in the manner provided by law.
SECTION 4. That the City Council specifically authorizes the
Corporation by this resolution to act on its behalf to further the public purposes
stated in the Articles, such purposes being those recited in the election ballot
submitted to and approved by the voters of the City of Wichita Falls on January 18,
1997, to authorize the levy of an addition It of 1 percent sales and use tax to be used
for the purposes authorized by Section 4A, Article 5190.6.
SECTION 5. That this resolution shall take effect immediately from
and after its passage and it is accordingly so resolved.
SECTION 6. That it is hereby found and determined that the meeting
at which this resolution was passed was open to the public as required by law, and
that public notice of the time, place, and purpose of said meeting was given as
required.
PASSED AND APPROVED this the day ofd 11997.
M Y /0 )R
ATTEST:
"J ' Tity Clerk
ARTICLES OF INCORPORATION
OF THE
in the Office of the
Secretary of State of Texas
MAY 13 1997
Corporations Section
WICHITA FALLS ECONOMIC DEVELOPMENT CORPORATION
WE, the undersigned natural persons, not less than three in number, each of
whom is at least eighteen years of age, and each of whom is a qualified elector of the
City of Wichita Falls, Texas (the "City"), which is a duly established City under the
Texas Constitution, acting as incorporators of a public instrumentality and non-
profit industrial development corporation (the "Corporation") under the
Development Corporation Act of 1979, as amended (the "Act") with the approval of
the governing body of the City do hereby adopt the following Articles of
Incorporation for the Corporation:
ARTICLE I
The name of the Corporation is the Wichita Falls Economic Development
Corporation.
ARTICLE II
The Corporation is a non-profit corporation, and is an industrial development
corporation under the Development Corporation Act of 1979, and shall be governed
by Section 4A of said Act and specifically Article 5190.6, Section 4A, Revised Civil
Statutes of the State of Texas, as now existing or as may be amended.
ARTICLES OF INCORPORATION Page 1
ARTICLE III
The period of its duration is perpetual.
ARTICLE IV
The Corporation is organized exclusively for the purpose of benefiting and
accomplishing public purposes of the City of Wichita Falls, Texas, by promoting,
assisting and enhancing economic development activities for the City as provided by
the Development Corporation act of 1979, Texas Revised Civil Statutes Annotated
Article 5190.6, as amended.
Without limiting the foregoing, the Corporation shall develop and implement
a competitive industrial (economic) development program for Wichita Falls. The
following are objectives or precepts of the program:
1) Expand and diversify the tax base of Wichita Falls with the
intent of maintaining a tax rate consistent with the needs of the
City;
2) Enhance existing job opportunities and create new ones;
3) Retain and expand existing business;
4) Attract new businesses and investment to Wichita Falls; and,
5) Protect the local environment and resources.
ARTICLES OF INCORPORATION Page 2
UT-1067W
The street address of the initial registered office of the Corporation is 1300
Seventh Street, P. 0. Box 1431, Wichita Falls, Texas 76307, and the name of its
initial registered agent at such address is Lydia Torres, City Clerk.
ARTICLE VI
The affairs of the Corporation shall be managed by a board of directors which
shall be composed in its entirety of persons appointed by and serving at the
pleasure of the governing body of the City. The number of directors constituting the
Board of Directors is five (5), and the names and addresses of the persons who are
to serve as the initial directors are:
Names Addresses
John Thomas Gavin 2113 Avondale
Wichita Falls, Texas 76308
J. Ray Clymer, Jr.
2019 Berkeley Drive
Wichita Falls, Texas 76308
Ronald Lee Bullock
2513 Amherst Drive
Wichita Falls, Texas 76308
Gary Hamilton Shores
2024 Downing
Wichita Falls, Texas 76308
Stan S. West
4508 Melody Lane
Wichita Falls, Texas 76302
ARTICLES OF INCORPORATION Page 3
ARTICLE VII
The name and street address of the incorporators are:
Names
Addresses
Kathryn A. Yeager
City of Wichita Falls
P. 0. Box 1431
Wichita Falls, Texas 76307
James Berzina
City of Wichita Falls
P. 0. Box 1431
Wichita Falls, Texas 76307
Gregory D. Humbach
City of Wichita Falls
P. 0. Box 1431
Wichita Falls, Texas 76307
ARTICLE VIII
The City Council of the City of Wichita Falls, Texas, has specifically
authorized the formation of the Wichita Falls Economic Development Corporation,
a non-profit corporation, by resolution approving the form of these Articles of
Incorporation.
ARTICLE IX
That the City of Wichita Falls is a city located in a county with a population
of less than 500,000 according to the most recent Federal Decennial Census, and
ARTICLES OF INCORPORATION Page 4
the creation of this Corporation is authorized under the provisions of Section 4A,
Article 5190.6, the Development Corporation Act of 1979, Vernon's Texas Civil
Statutes, as amended, and the Corporation shall be governed by that Section.
ARTICLE
The Corporation is a non-stock corporation and has no members.
ARTICLE XI
No dividends shall ever be paid by the Corporation and no part of its net
earnings remaining after payment of its expenses shall be distributed to or inure to
the benefit of its directors or officers or any individual, firm, corporation or
association, except that in the event the board of directors shall determine that
sufficient provision has been made for the full payment of expenses, bonds and
other obligations of the Corporation, then any net earnings of the Corporation
thereafter accruing shall be paid to the City. No part of the Corporation's activities
shall be carrying on propaganda, or otherwise attempting to influence legislation,
and it shall not participate in, or intervene in (including the publishing or
distributing of statements), any political campaign on behalf of or in opposition to
any candidate for public office.
ARTICLE NJI
If the Corporation ever should be dissolved when it has, or is entitled to, any
interest in any funds or property of any kind, real, personal or mixed, such funds or
ARTICLES OF INCORPORATION Page 5
property or rights thereto shall not be transferred to private ownership but shall be
transferred and delivered to the City after satisfaction or provision for satisfaction
of debts and claims.
GREGORY D. HumBACH
STATE OF TEXAS §
COUNTY OF WICHITA §
BEFORE ME, the undersigned authority, on this day personally appeared
Kathryn A. Yeager, James Berzina, and Gregory D. Humbach, known to me
to be the persons whose names are subscribed to the foregoing instrument, and
being by me first duly sworn, declared that the statements therein contained are
true and correct.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
wt-A/ —, 1997.
I
-I ZI, Not Wry Public, State of Texas
LINDA MERRILL
Notary Public, State of To ye
My Commission Expir*s 12-22-4
ARTICLES OF INCORPORATION Page 6