2008-11-03 DEVELOPMENT AUTHORITY OF PEARLAND SPECIAL MEETING MINUTESMINUTES OF A SPECIAL MEETING OF THE DEVELOPMENT AUTHORITY OF
PEARLAND, CITY OF PEARLAND TEXAS, HELD ON MONDAY, NOVEMBER 3,
2008, 4:00 P.M., THE ENGINEERING CONFERENCE ROOM, COMMUNITY
CENTER, 3523 LIBERTY DRIVE, PEARLAND, TEXAS.
Chairman Reid called the meeting to order at 4:10 p.m. with the following present:
Chairman Tom Reid
Boardmember Bill Sloan
Boardmember Ed Baker
Absent: Secretary Henry Stanaland and Boardmember Tom Pool
Others in attendance: Bill Eisen City Manager City of Pearland, Mayor Pro-Tem Helen
Beckman City of Pearland; Claire Bogard Director of Finance City of Pearland; Sonia
Webb Deputy City Secretary City of Pearland; Ryan O'Hara RBC Capital Markets; John
Robuck RBC Captial Markets; Susan Hostetler Allen Boone Humphries Robinson, LLP;
Gary Cook Shadow Creek Ranch; Drew Pelter Shadow Creek Ranch; James Ross LJA
Engineering.
NEW BUSINESS
BOARD ACTION - APPROVAL OF THE DEVELOPMENT AUTHORITY OF
PEARLAND BOARD OF DIRECTORS MEETING MINUTES FOR AUGUST 25, 2008,
SPECIAL MEETING HELD AT 3:00 P.M. DAP Board of Directors.
Boardmember Baker made the motion, seconded by Boardmember Sloan, to approve
the meeting minutes for the August 25, 2008, Special Meeting held at 3:00 p.m.
Voting "Aye" Boardmembers Reid, Baker and Sloan.
Voting "No" None.
Motion Passed 3 to 0, with Boardmembers Stanaland and Pool absent.
BOARD ACTION -RESOLUTION NO. RDAP-2008-06 - A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), APPROVING CHECKS 1052
AND 1053 FOR PAYMENT. Ms. Claire Bogard, Director of Finance.
Boardmember Sloan made the motion, seconded by Chairman Reid, to approve
Resolution No. RDAP-2008-06, as amended.
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Claire Bogard, City of Pearland Finance Director, stated this item is for the Board to
approve the payment of two invoices. The first is to Allen Boone Humphries Robinson,
LLP, in the amount of $1,777.40 for August and September services. The second
check is to Wells Fargo in the amount of $2,000 to pay agent fees for the Bond
Issuance Series 2006. The check numbers will need to be changed to check numbers
1013 and 1014. The Board has previously requested information on the paying agent
fee for the four Bond Issuances. The 2004 and 2005 series had a fee of $3,500, the
2006 and 2007 series were $2,000.
Boardmember Sloan made the motion, seconded by Chairman Reid, to amend
Resolution No. RDAP-2008-06 to change the check numbers from 1052 and 1053 to
1013 and 1014.
Voting "Aye" Boardmembers Reid, Baker and Sloan.
Voting "No" None.
Motion Passed 3 to 0, with Boardmembers Stanaland and Pool absent.
BOARD ACTION -RESOLUTION NO. RDAP-2008-07 - A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), TEXAS APPROVING A
CONTRACT WITH ARBITRAGE COMPLIANCE SPECIALISTS, INC. FOR
ARBITRAGE COMPLIANCE SERVICES. Ms. Claire Bogard, Director of Finance.
Councilmember Baker made the motion, seconded by Councilmember Sloan, to
approve Resolution No. RDAP-2008-07.
Claire Bogard, City of Pearland Finance Director, stated this item is an annual contract
the Board has with Arbitrage Compliance Specialists, Inc. for arbitrage services. The
contract covers four bond issues and is not to exceed $5,500.
Boardmember Sloan asked if the fee structure was comparable to what the Board has
agreed to in the past.
Claire Bogard, City of Pearland Finance Director, stated the fee structure is comparable
to what the Board has done in the past.
Voting "Aye" Boardmembers Reid, Baker and Sloan.
Voting "No" None.
Motion Passed 3 to 0, with Boardmembers Stanaland and Pool absent.
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BOARD ACTION -REGARDING THE BOND SALE SERIES 2008. Mr. Ryan O'Hara,
RBC Capital Markets.
Ryan O'Hara, RBC Capital Markets, stated there are struggles in all the financial
markets at this time. Bonds are typically issued in October and the bonds are closed in
November, but this year has been a challenging year. Mr. O'Hara provided the Board
with an overview of the financial market and recommended the Board wait to issue any
bonds until 2009.
Gary Cook, Shadow Creek Ranch, asked if the Board does a 2009 bond issue, would
the 2010 bond issue be essentially a year later.
Ryan O'Hara, RBC Capital Markets, stated, if the 2009 bond issue is done in January,
the plan would be to do the 2010 bond issue sometime between January and March a
year later.
Discussion ensued between The Board, Claire Bogard, City of Pearland Finance
Director, Ryan O'Hara, RBC Capital Markets, and Gary Cook, Shadow Creek Ranch
regarding the Bond Issue.
No action taken by The Board.
BOARD ACTION -RESOLUTION NO. RDAP-2008-08 - A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), TEXAS APPROVING A CASH
PAYMENT TO SHADOW CREEK RANCH DEVELOPMENT COMPANY LTD TO
REIMBURSE FOR TIRZ INFRASTRUCTURE IMPROVEMENTS. Mr. Ryan O'Hara,
RBC Capital Markets.
Boardmember Sloan made the motion, seconded by Boardmember Baker, to approve
Resolution No. RDAP-2008-08.
Ryan O'Hara, RBC Capital Markets, stated the Board has sold four bond issues and
purchased a Surety Policy for debt coverage requirements. The Surety Policy allows
the Board to not keep cash reserves for the bond issue. The Surety Policy was
purchased through a company called CIFG, which is no longer atriple-A company. He
is recommending the Board establish a cash reserve because the market Bond
Resolutions require atriple-A rated Surety.
Claire Bogard, City of Pearland Finance Director, stated typically The Board will make a
cash reimbursement to the developer along with the bond issuance to pay off the
obligation faster. Although the bond issuance is not occurring she recommends cash
contribution to the developer in the amount of $640,000.
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Bill Eisen, City Manager City of Pearland, asked if it was an option to go back and
insure the bonds through an insurance company that is still rated as triple-A.
Ryan O'Hara, RBC Capital Markets, stated the company that is still rated triple-A only
does business with entities larger scale than the Development Authority of Pearland is
financially.
Voting "Aye" Boardmembers Reid, Baker and Sloan.
Voting "No" None.
Motion Passed 3 to 0, with Boardmembers Stanaland and Pool absent.
BOARD ACTION -RESOLUTION NO. RDAP-2008-09 - A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), TEXAS APPOINTING
INVESTMENT OFFICERS FOR THE DEVELOPMENT AUTHORITY.
Ms. Claire Bogard, Director of Finance.
Councilmember Baker made the motion, seconded by Councilmember Sloan, to
approve Resolution No. RDAP-2008-09.
Claire Bogard, City of Pearland Finance Director, stated, pursuant to the Public Funds
Investment Act, the Development Authority of Pearland must appoint Investment
Officers. The appointed officers are allowed to act on the behalf of the Board as long as
they are current employees of the City. She was appointed as the Investment Officer in
2006, and is now asking that in addition to her, the Board appoint Rick Overgaard, City
of Pearland Assistant Finance Director, and Fatima Uwakwe, City of Pearland Senior
Accountant, as Investment Officers. The Board, having three Investment Officers,
would allow business to be conducted if one person was out of the office and would
establish a security system for verifying any fund transfers.
Voting "Aye" Boardmembers Reid, Baker and Sloan.
Voting "No" None.
Motion Passed 3 to 0, with Boardmembers Stanaland and Pool absent.
BOARD ACTION -REGARDING THE ACCEPTANCE OF THE RESIGNATION OF
BOARDMEMBER HENRY STANALAND, SECRETARY, AND THE REORGANIZATION
OF THE BOARD AND ELECTED OFFICERS. Mr. Tom Reid, Chairman.
Boardmember Sloan made the motion, seconded by Chairman Reid, to accept the
resignation of Boardmember Stanaland and appoint Boardmember Baker as Secretary.
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Chairman Reid stated The Board received a letter from Secretary Henry Stanaland that
he will be moving away from the City to attend to family matters. He stated Secretary
Stanaland expressed that he enjoyed serving on the Board and living in Pearland.
Voting "Aye" Boardmembers Reid, Baker and Sloan.
Voting "No" None.
Motion Passed 3 to 0, with Boardmembers Stanaland and Pool absent.
ADJOURNMENT
Meeting was adjourned at 4:55 p.m.
Minutes approved as submitted and/or corrected this the 20th day of April, A.D., 2009.
Tom Reid
Chairman
ATTEST:
~ ~~~
Ed Baker
Secretary
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