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CITY OF STEPHENVILLE, TEXAS
Resolution No. 2015-R-13
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF STEPHENVILLE, TEXAS, AUTHORIZING THE
STEPHENVILLE TYPE B ECONOMIC DEVELOPMENT AUTHORITY, A TYPE B ECONOMIC DEVELOPMENT
CORPORATION, TO ACT ON ITS BEHALF TO FURTHER THE PUBLIC PURPOSES STATED IN THE
CERTIFICATE OF FORMATION AND CONSISTENT WITH STATE LAW; APPROVING AND AUTHORIZING
THE FILING OF THE CERTIFICATE OF FORMATION FOR THE STEPHENVILLE TYPE 8 ECONOMIC
DEVELOPMENT AUTHORITY; AND PROVIDING FOR AN IMMEDIATE EFFECTIVE DATE.
WHEREAS, on Saturday, May 9, 2015, the eligible voters of the City of Stephenville, Texas, approved
the Type B economic development sales and use tax authorized by Chapter 505 of the
Texas Local Government Code, as amended, at the rate of one -eighth of one -percent;
and
WHEREAS, the City Council of the City of Stephenville, Texas, is authorized to form the Stephenville
Type B Economic Development Authority (hereinafter referred to as the "Corporation"),
a Type B economic development corporation, formed pursuant to Chapter 505 of the
Texas Local Government Code, also referred to as the Development Corporation Act
(hereinafter referred to as the "Act"); and
WHEREAS, pursuant to Section 501.051 of the Texas Local Government Code the City Council of the
j City of Stephenville, Texas, finds and determines the creation of the Corporation is
t advisable; and approves the Certificate of Formation proposed to be used in organizing
the Corporation, which is attached hereto as Exhibit A, and is incorporated herein for all
purposes;and
WHEREAS, pursuant to Section 501.056(10) of the Texas Local Government Code the City Council of
the City of Stephenville, Texas, by this Resolution has specifically authorized the
Corporation to act on its behalf to further the public purpose stated in the Resolution,
the Certificate of Formation, and consistent with the Act, and by this Resolution
approves the Certificate of Formation, which is attached hereto as Exhibit A, and is
incorporated herein for all purposes.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STEPHENVILLE,
TEXAS, THAT:
Section 1. FINDINGS INCORPORATED
The findings set forth above are incorporated into the body of this Resolution as if fully set forth herein.
Section 2. AUTHORIZES CORPORATION TO ACT ON ITS BEHALF
The City Council of the City of Stephenville, Texas, has specifically authorized the Stephenville Type B
Economic Development Authority to act on its behalf to further the public purposes stated in the
f , Certificate of Formation, a copy of which is attached hereto as Exhibit A, and consistent with the Act.
Stephenville Type B Economic Development Authority
Page I
Section 3. AUTHORIZES THE FILING OF THE CERTIFICATE OF FORMATION
The City Council of the City of Stephenville, Texas, does hereby approve the form of the Stephenville
Type B Economic Development Authority's Certificate of Formation, a copy of which is attached hereto
as Exhibit A, and does hereby authorize the taking of all actions necessary including the filing of this
Certificate of Formation with the Texas Secretary of State's office.
Section 4. EFFECTIVE DATE
This Resolution shall become effective from and after its passage.
DULY RESOLVED by the City Council of the City of Stephenville, Texas, on this the In day of
September, 2015.
lltt (,,)i
Jel K eldon, Il, Mayor
ATTEST:
44
Cindy L tafford, city4diretary
VV
Patrick C. Bridges, City A nistrator
Randy Thomas, City Attorney
Approved as to form and legality
Stephenville Type B Economic Development Authority
Page 2
( 1 Exhibit A
CERTIFICATION OF FORMATION
OF THE
STEPHENVILLE TYPE B ECONOMIC DEVELOPMENT AUTHORITY
ARTICLE 1
Corporate Name
The name of the Corporation is "Stephenville Type B Economic Development Authority
(hereinafter referred to as the "Corporation").
ARTICLE 2
Nonprofit Corporation
The Corporation is a nonprofit corporation and is an industrial development corporation
organized pursuant to the provisions contained in Chapter 505 of the Texas Local Government Code, as
amended, the Development Corporation Act (hereinafter referred to as the "Act'). The Corporation is
governed by Chapter 505 of the Act. In the event of any conflict between any provision of this
Certificate of Formation and the Act, then the provisions of the Act shall control.
ARTICLE 3
Registered Agent and Registered Office
1
The street address of the initial registered office of the Corporation is 298 West Washington
Street, Stephenville, Texas 76401, and the name of its initial registered agent is, Cindy L. Stafford, City
Secretary.
ARTICLE 4
Management
Management of the affairs of the Corporation is to be vested in its Board of Directors consisting
of seven (7) directors appointed by the City Council of the City of Stephenville, Texas, for staggered two
(2) year terms of office. Each director, including the initial directors, shall be eligible for reappointment.
No director shall be an employee, officer, or member of the City Council of the City of
Stephenville, Texas. If a director becomes a City employee, officer, or member of the City Council, such
event shall constitute an automatic resignation as a director and such vacancy shall be filled in the same
manner as for other vacancies of the Board of Directors.
The seven (7) director positions shall be filled to maintain a broad representation of the local
economy. Appointment of directors should consider, but is not limited to, the following interest
categories as voting members:
t 1. General public, defined as those persons or entities having no economic interest in the
1 interests represented by paragraphs 2-7 of this subsection other than as a normal
consumer,
Stephenville Type B Economic Development Authority
Page 3
2. Industries, defined as corporations, partnerships, sole proprietorships, or other legal
entities that are formed for the purpose of making a profit and which produce or
manufacture goods or services and which are not small businesses;
3. Agricultural interests, defined as those persons or entities associated with production or
processing of plant or animal products;
4. Small businesses, defined as corporations, partnerships, sole proprietorships, or other
legal entities that are formed for the purpose of making a profit, are independently
owned and operated, and have fewer than twenty (20) employees or less than $1
million in gross annual receipts;
5. Education interests, defined as a school offering higher education at high school level or
beyond. It is any secondary, college, university, vocational school, or other post-
secondary educational institution;
6. Healthcare interests, defined as those persons or groups that provides goods and
services to treat patients with curative, preventative, rehabilitative, and palliative care;
and
7. Non-profit interests, a corporation no part of the income of which is distributable to
members, directors, or officers.
The board shall consider for appointment the Mayor, Mayor pro tem, City Administrator,
Chamber of Commerce President/CEO, a county representative, and EDC Executive Director to serve as
ex officio Directors, who shall not be entitled to vote.
Each Director must reside within the City of Stephenville, Texas, or Erath County, Texas,
consistent with section 505.052 of the Act, as amended, and if such residency ceases it shall be deemed
a resignation.
Directors are removable by the City Council of the City of Stephenville, Texas, at any time
without cause.
The Directors shall serve without compensation, except that the Directors shall be reimbursed
for their actual expenses incurred in the performance of their duties as Directors.
Any vacancy occurring on the Board of Directors through death, resignation or otherwise shall
be filled by appointment by the City Council of the City of Stephenville, Texas, and the appointee shall
hold office until the expiration of the relinquished term.
Board of Directors shall serve until their successor is duly qualified.
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The names and street addresses of the initial Board of Directors are as follows:
Name and Address:
Initial Term Expiration Date:
Place 1: Matt Harpole
January 1, 2017
1129 Prairie Wind, Stephenville, Texas, 76401
Place 2: Ron Mullins
January 1, 2016
510 Timber Creek Drive, Stephenville, Texas, 76401
Place 3: Keith Brown
January 1, 2017
25686 N FM 219, Stephenviile, Texas, 76401
Place 4: Michelle Dunkerley
January 1, 2016
1442 PR 1214, Stephenville, Texas, 76401
Place 5: Marion Cole
January 1, 2017
432 Tanglewood Trail, Stephenville, Texas, 76401
Place 6: Nathan Heller
January 1, 2016
1115 Elk Ridge Drive, Stephenville, Texas, 76401
Place 7: Shelby Slawson
January 1, 2017
101 Jason Court, Stephenville, Texas, 76401
ARTICLE 5
Membership/Stock
The Corporation shall have no members and shall be a nonstock corporation.
ARTICLE 6
Duration
The period of duration of the Corporation is perpetual.
ARTICLE 7
Public Purposes
The Corporation is organized exclusively for the purposes of benefiting and accomplishing public
purposes of, and to act on behalf of, the City of Stephenville, and the specific purposes for which the
Corporation is organized, and may issue bonds on behalf of the City, and expend the proceeds of any
sales and use tax levied for projects authorized by Chapter 505 of the Texas Local Government Code, as
amended, including but not limited to: land, buildings, equipment, facilities, expenditures, targeted
infrastructure, and improvements to promote new or expanded business development; expenditures
required or suitable for infrastructure necessary to promote or develop new or expanded business
enterprises; job training required or suitable for the promotion of development and expansion of
business enterprises; land, buildings, equipment, facilities, and improvements required or suitable for
use for professional and amateur sports, including children's sports, athletic, entertainment, tourist,
convention, and public park purposes and events; and the maintenance and operations expenses for any
of the above described projects.
Stephenville Type B Economic Development Authority
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The Corporation is a constituted authority and a public instrumentality within the meaning of
the United States Treasury Department and the rulings of the Internal Revenue Service prescribed and
promulgated pursuant to Section 103 of the Internal Revenue Code of 1954, as amended, and the
Corporation is authorized to act on behalf of the City as provided in these Certificate of Formation.
However, the Corporation is not a political subdivision or political corporation of the State of Texas
within the meaning of its constitution and laws, including without limitation Article III, section 52, of said
constitution, and no agreements, bonds, debts or obligations of the Corporation are or shall ever be
deemed to be the agreements, bonds, debts or obligations, or the lending of credit, or grant of public
money or thing of value, of or by the City, or any other political corporation, subdivision or agency of the
State of Texas, or a pledge of the faith and credit of any of them.
ARTICLE 8
Authorization
The City Council of the City of Stephenville, Texas, has specifically authorized the formation of
the Corporation, a non-profit corporation, by resolution to act on its behalf to further the public
purposes stated in the resolution and in the Certificate of Formation and has approved the form of this
Certificate of Formation.
ARTICLE 9
Dissolution
i 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 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.
ARTICLE 30
Incorporators
The name and street address of the incorporators who are qualified voters of the city are as
follows: Jerry K. Weldon, II, 245 Maple Lane, Stephenville, Texas, 76401; Russ McDanel, 1310 Harpers
Mill Road, Stephenville, Texas, 76401; and Patrick C. Bridges, 1122 Elk Ridge Drive, Stephenville, Texas,
76401;
Signed this the V day of September, 2015.
Patrick C. Bridges, City QMinistrator
Certlncm of Formation
SEDA—Page 4