2002-08-06 TAX INCREMENT REINVESTMENT ZONE NO. 2 BOARD MEETING MINUTESi
MINUTES OF THE BOARD OF DIRECTORS MEETING
Tax Increment Reinvestment Zone Number Two
CITY OF PEARLAND, TEXAS
August 6, 2002
A regular meeting of the Board of Directors (`Board") of the Tax Increment Reinvestment Zone
Number Two ("Zone"), City of Pearland, Texas, was held in the Council Chambers of City Hall,
located at 3519 Liberty Drive, Pearland, Texas, on Tuesday, August 6, 2002, at 4:00 p.m. The
meeting was open to the public.
Board Members in Attendance:
Nigel Harrison, Chair
Gary Cook, Vice Chair
Larry Loessin
Bobby Verdine
James McFeron
John Knox
Jo Knight
City of Pearland Representatives in Attendance:
Bill Eisen
Alan Mueller
Alvin ISD Representatives in Attendance:
Tommy King
Greg Smith
1. Introduction.
Board Members Not in Attendance:
Mike Pyburn
Charles Viktoria
Developers in Attendance:
Drew Pelter — Shadow Creek Ranch Dev. Co.
Consultants in Attendance:
Mark McGrath — Null-Lairson
Lynne Humphries — Vinson & Elkins, L.L.P.
Erin Smykay— Vinson & Elkins, L.L.P.
Chris Johnson — Huitt-Zollars, Inc.
Patti Joiner — Knudson & Associates
Sue Darcy— Knudson & Associates
Charles Knight — Knudson & Associates
David Tinney— LJA Engineering
The Chair, Nigel Harrison, welcomed those in attendance.
2. Call the meeting to order, take attendance and verify that a quorum in present.
The Chair, Nigel Harrison called the meeting to order at 4:05 p.m. and took attendance. The
following Board Members were present:
1. Nigel Harrison, Chair
2. Gary Cook, Vice Chair
3. Larry Loessin
4. Bobby Verdine
5. James McFeron
6. John Knox
7. Jo Knight
Board Members Mike Pyburn and Charles Viktorin were not in attendance.
3. Discuss and approve minutes of November 12, 2001 Board meeting.
Following discussion, Board Member Cook moved that the Board approve the minutes of the
November 12, 2001 meeting without revision. Board Member Knox seconded the motion. The
Board unanimously approved the motion.
4. Project report from the City; take appropriate action.
Alan Mueller, Deputy City Manager for the City of Pearland, reported that the Shadow Creek
Parkway Sanitary Sewer Improvements - Phase I have been completed.
Design of the Shadow Creek Parkway Sanitary Sewer Line Improvements — Phase II is ongoing,
with sixty percent of the design phase complete. Designs illustrating the addition of several
sewer lines, as well as the Environmental Information Document, have been submitted to the
Texas Water Development Board for its review.
Installation of EDA Project Number 2A, a 20 inch Water Line running along Shadow Creek
Parkway, is complete.
EDA Project Number 2B, the Shadow Creek Water Plant, is seventy-five percent complete. The
contractor, R&B Group, Inc. is completing foundation work and will soon begin installation of
electrical conduit to power the water plant; estimated construction completion in September
2002.
The Shadow Creek Ranch Interim Wastewater Treatment Plant, Phases I & II, a TIRZ-funded but
City -constructed improvement, is 100 percent complete with total final construction costs of
approximately $510,000.
The Far Northwest Waste Water Treatment Plant is twenty-four percent complete and ahead of
schedule. The contractor is working on UV and digester structures and will soon begin work on
the SBR equipment. The estimated completion date is May 2003.
The Board took no action on the Report.
5. Project report from Developer and PowerPoint Presentation; take appropriate
action.
Gary Cook of Shadow Creek Ranch Development Company L.P. reviewed the status of
construction with the Board.
Specifically, Mr. Cook reported that a number of homes were under construction. The Clear
Creek outfall channel and four lakes have been completed. Kirby Drive has been paved and the
Emerald Bay Recreation Center has been completed. Construction of the trail system along the
pipeline easement is expected to begin the week of August 12, 2002.
Mr. Cook listed Perry Homes, Legacy Homes, Westport Homes, Gehan Homes, Hammond
Homes and Ashton Woods Homes as builders to whom lots have been sold. To date,
approximately eighty-five homes have been sold and fifty-two homes are currently under
construction, with the first residents expected to move in this week. Maintenance associations
have been formed and will be turned over to the residents next week.
A 10,000 square foot track of land at the corner of Kirby and Shadow Creek Ranch Parkway has
been designated for commercial use and is in escrow. Bids on the traffic signals for that
intersection have all come in under budget.
The Developer is continuing to work with Alvin ISD regarding school site location. The
Developer has donated fifteen acres of land for a junior high school facility, which will be
adjacent to the elementary school site. Plans are being made for more land to be donated for a
parkland area and for a YMCA adjacent to the park. These plans should be finalized by the end
of 2002.
The Board took no action on the Report.
6. Discuss and take recommended 2001 Annual Report to be presented to City Council
for approval.
Sue Darcy of Knudson & Associates, Administrators for the Zone, reviewed the Report with the
Board, noting that the TIRZ projects remained within the Project Plan budget. Board Member
McFeron moved that the Board recommend that the 2001 Annual Report be presented to City
Council for approval. Board Member Verdine seconded the motion. The Board unanimously
approved the motion.
7. Report from Invoice Review Committee.
Board Member Knox reported that the Invoice Review Committee met on March 19, 2002, and
approved for payment the invoices, which were presented at that time. The Board took no action
on the report.
8. Discuss and take necessary action regarding Auditor's Report on TIRZ Invoices
Presented for Payment and approval of outstanding administrative invoices to date.
Mark McGrath of Null-Lairson, Auditors for the Zone, presented his report and reviewed the
current outstanding administrative invoices contained in the Auditor's Report. Mr. McGrath
recommended payment of these outstanding invoices. Following discussion, Board Member
Knox moved that the Board accept the Auditor's Report and approve the payment of the
outstanding administrative invoices to date. Board Member McFeron seconded the motion. The
Board unanimously approved the motion.
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9. Discuss and take necessary action regarding Huitt-Zollars, Inc.'s request for
Construction Audit Work Authorization for Village 1 and Village 2, Phase 2 Public
Involvements, Projects (02-08-001).
Per the construction audit service agreement with Huitt-Zollars, whenever any given project's
Zone Engineer and Developer's Engineer are one in the same, the construction auditor will
submit to the Board a request for work authorization that is specific to the project in question.
After a discussion, Board Member Cook moved that the Board approve the Work Authorization.
Board Member Loessin seconded the motion, and the Board unanimously approved the motion.
10. Discuss and take necessary action regarding construction of Village 1 and Village 2
Phase 2 Public Improvements, Project (02-08-001):
a. Report on upcoming construction by LJA Engineering, Zone Engineer;
David Tinney of LJA Engineering & Surveying, Inc., Engineers for the Zone, reviewed
the proposed improvements.
b. Report from Huitt-Zollars, Construction Auditor;
Chris Johnson of Huitt-Zollars, Construction Auditors for the Zone, reviewed the
Construction Audit for Village 1 and Village 2, Phase 2 Public Improvements with the
Board. Mr. Johnson stated that the proposed improvements conform with the project plan
approved by the Board.
C. Approve Letter Financing Agreement for Village 1 and Village 2, Phase 2
Public Improvements, Project (02-08-001).
Lynne Humphries reviewed the $3,324,623 Letter Financing Agreement with the Board.
The letter, Ms. Humphries explained, serves as the Board's formal consent to proceed
with construction on the items included in the Village 1 and Village 2, Phase 2 Public
Improvements as defined by the Zone Engineer, and reviewed by the Zone Construction
Auditor. Mark McGrath confirmed that Null-Lairson, as Zone Auditor, would review the
construction costs, once the project was completed.
After a discussion, Board Member Loessin moved that the Board approve the Letter
Finance Agreement as presented. Board Member Knox seconded the motion, and the
Board approved the motion, with Board Member Cook abstaining.
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11. Discuss and take necessary action regarding approval of Letter Financing
Agreement for AISD Land Acquisition.
Patti Joiner of Knudson & Associates summarized the letter financing agreement for the Board.
The agreement will allow for the Zone to acquire land for an Alvin ISD school in the amount of
$1,064,900.
Greg Smith with AND noted that this school, when built, would create the eleventh elementary
school within AISD. The last school built in the district cost approximately $1.2 million dollars
to construct. Tommy King explained that the appraisal process/swap process has been reviewed
and the sale approved by the AND Board of Trustees.
After a discussion, Board Member Verdine moved that the Board approve and execute the Letter
Financing Agreement as presented. Board Member Loessin seconded the motion, and the Board
approved the motion, with Board Members McFeron and Cook abstaining.
12. Discuss and take necessary action regarding approval of updated billing rates for
LJA Engineering & Surveying Inc., Engineers for the Zone.
The Board was asked to consider and approve updated billing rates for the Zone Engineers, LJA
Engineering & Surveying, Inc. David Tinney, with LJA Engineering and Surveying, Inc.
reviewed the proposal with the Board. Following discussion, Board Member McFeron moved
that the Board adopt the new billing rates for the Zone Engineer. Board Member Knight
seconded the motion and the Board unanimously approved the motion.
13. Presentation and discussion of TIRZ Project Budget Report
Charles Knight of Knudson & Associates reviewed the status of the TIRZ Project Budget with
the Board. The Board took no action on the report.
14. Report from TIRZ Administrator on joint TIRZ/MUD Projects and approve Joint
Construction Agreement.
Ms. Joiner reviewed the three construction agreements for joint TIRZ/MUD projects. Board
Member Cook explained that approximately $35 million in TIRZ improvements were identified
as eligible for these joint construction agreements as a way to reduce the cost to the Zone by
partially financing the projects through Municipal Utility District No. 26. The improvements
identified in the three agreements are Lake A-14 and Channel C-9 to serve Village 1, Phase
1B(2), Lakes A-16 and A-18 to serve Village 1, Phase 2 and Channels A128-01-00 and A128-00-
00, Phase 1 to serve Shadow Creek Ranch. Following discussion, Board Member Cook moved
that the Board approve the three joint construction agreements between the Zone, the Developer
and Brazoria County Municipal Utility District No. 26. Board Member Verdine seconded the
motion. The Board unanimously approved the motion.
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15. New Business.
A gentleman in the audience raised the issue of a title dispute over a 12 -acre tract within the
Zone.
16. Any other matters which may properly come before the Board.
No other business was brought before the Board.
17. Adjournment.
Board Member Cook moved that the meeting be adjourned. Board Member Knox seconded the
motion, and the Board unanimously voted to adjourn the meeting at 5:02 p.m.
Approved:
1(
Mike Pyburl
Board Secretary
Tax Increment Reinvestment Zone Number Two
City of Pearland, Texas
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