2009-05-18 DEVELOPMENT AUTHORITY OF PEARLAND SPECIAL MEETING MINUTESMINUTES OF A SPECIAL MEETING OF THE DEVELOPMENT AUTHORITY OF
PEARLAND, CITY OF PEARLAND TEXAS, HELD ON MONDAY, MAY 18, 2009, 4:00
P.M., IN THE FIRST FLOOR CONFERENCE ROOM AT PEARLAND CITY HALL,
3519 LIBERTY DRIVE, PEARLAND, TEXAS.
Mayor Reid called the meeting to order at 4:01 p.m. with the following present:
Chairman
Secretary
Boardmember
Boardmember
Boardmember
Tom Reid
Ed Baker
Bill Sloan
Tom Pool
Brandon Dansby
Others in attendance: Bill Eisen City Manager City of Pearland, Claire Manthei Director
of Finance City of Pearland; Rick Overgaard Assistant Director of Finance City of
Pearland; Sonia Webb Deputy City Secretary City of Pearland; Frank Ildebrando RBC
Capital Markets; Rick Witte Andrews & Kurth, L.L.P.; Greer Pagan Allen Boone
Humphries Robinson, LLP.
NEW BUSINESS
BOARD ACTION — APPROVAL OF THE DEVELOPMENT AUTHORITY OF
PEARLAND BOARD OF DIRECTORS MEETING MINUTES FOR APRIL 20, 2009
SPECIAL MEETING HELD AT 4:00 P.M. DAP Board of Directors.
Boardmember Baker made the motion, seconded by Boardmember Pool, to approve
the minutes of the April 20, 2009, Special Meeting held at 4:00 p.m.
Voting "Aye" Boardmembers Reid, Baker, Sloan, Pool, and Dansby.
Voting "No" None.
Motion Passed 5 to 0.
BOARD ACTION — RESOLUTION NO. RDAP-2009-02 — 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.
Boardmember Dansby made the motion, seconded by Boardmember Pool, to approve
Resolution No. RDAP-2009-02.
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Claire Bogard, City of Pearland Finance Director, stated the Internal Revenue Service
(IRS) regulations state that any entity issuing municipal bonds cannot earn more
interest on the bonds than it is paying. If more interest is earned than is paid, it is called
positive arbitrage and the entity is required to report and pay the gain to the IRS. In
previous years, the Board has approved a contract with Arbitrage Compliance
Specialist, Inc. for arbitrage services.
Boardmember Pool asked if the Board has made any payments for positive arbitrage at
this time.
Claire Bogard, City of Pearland Finance Director, stated none of the past bond
issuances have collected more interest than is being paid.
Voting "Aye" Boardmembers Reid, Baker, Sloan, Pool, and Dansby.
Voting "No" None.
Motion Passed 5 to 0.
BOARD ACTION — RESOLUTION NO. RDAP-2009-03 — A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), TEXAS, REGARDING ANNUAL
REVIEW AND ADOPTION OF INVESTMENT POLICY, STRATEGY, AND LIST OF
APPROVED BROKER/DEALERS. Ms. Claire Bogard, Director of Finance.
Boardmember Baker made the motion, seconded by Boardmember Dansby, to approve
Resolution No. RDAP-2009-03.
Claire Bogard, City of Pearland Finance Director, stated the Pubic Funds Investment
Act requires the Development Authority of Pearland (DAP) to review and adopt an
Investment Policy, Strategy, and list of approved Brokers/Dealers. The proposed
Investment Policy is identical to the City of Pearland Investment Policy. The only
change from the previous year is a Senior Accountant was added to the list of
Investment Officers. No changes were made to the Investment Strategy. The City sent
out twenty-eight requests for proposals and advertised in the newspaper and received six
proposals. City staff reviewed the proposals and is recommending all six institutions as
approved Broker/Dealers.
Brief discussion ensued between Boardmembers and Claire Bogard, City of Pearland
Finance Director regarding the Investment Policy.
Voting "Aye" Boardmembers Reid, Baker, Sloan, Pool, and Dansby.
Voting "No" None.
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Motion Passed 5 to 0.
BOARD ACTION — RESOLUTION NO. RDAP-2009-04 — A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), TEXAS, ACCEPTING THE DAP
INVESTMENT REPORT FOR THE QUARTERS ENDING SEPTEMBER 2008,
DECEMBER 2008, AND MARCH 2009. Ms. Claire Bogard, Director of Finance.
Boardmember Sloan made the motion, seconded by Boardmember Pool, to approve
Resolution No. RDAP-2009-04.
Claire Bogard, City of Pearland Finance Director, provided the Board with a detailed
summary of the Investment Report for the quarters ending September 2008, December
2008, and March 2009.
Voting "Aye" Boardmembers Reid, Baker, Sloan, Pool, and Dansby.
Voting "No" None.
Motion Passed 5 to 0.
BOARD ACTION — RESOLUTION NO. RDAP-2009-05 - A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), TEXAS, ACCEPTING THE
FINANCIAL REPORT FOR THE PERIOD ENDING MARCH 31, 2009.
Ms. Claire Bogard, Director of Finance.
Boardmember Pool made the motion, seconded by Boardmember Baker, to approve
Resolution No. RDAP-2009-05.
Claire Bogard, City of Pearland Finance Director, provided the Board with a review of
the Financial Report for the period ending March 31, 2009.
Boardmember Dansby asked when the bond payment will be due.
Claire Bogard, City of Pearland Finance Director, stated the September 1, 2009, bond
payment of $2,518,529 will be made at the end of August.
Voting "Aye" Boardmembers Reid, Baker, Sloan, Pool, and Dansby.
Voting "No" None.
Motion Passed 5 to 0.
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BOARD ACTION — RESOLUTION NO. RDAP-2009-06 — A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), TEXAS, RATIFYING CHECKS
1013 THROUGH 1019 AND APPROVING CHECKS 1020 AND 1021 FOR PAYMENT.
Ms. Claire Bogard, Director of Finance.
Boardmember Pool made the motion, seconded by Boardmember Dansby, to approve
Resolution No. RDAP-2009-06, as amended to include check number 1001 in the
amount of $30.05.
Claire Bogard, City of Pearland Finance Director, stated this item ratifies the approval of
the Invoice Review Committee to pay the specified invoices for services provided. The
payments will be made by check numbers 1013 through 1019, 1020, 1021, and 1001.
The invoices have been approved by the Invoice Review Committee. The Resolution
will need to be amended to include check number 1001 for delivery services by Errand
Runner.
Voting "Aye" Boardmembers Reid, Baker, Sloan, Pool, and Dansby.
Voting "No" None.
Motion Passed 5 to 0.
BOARD ACTION — RESOLUTION NO. RDAP-2009-08 — A RESOLUTION
AUTHORIZING THE ISSUANCE OF $7,905,000 DEVELOPMENT AUTHORITY OF
PEARLAND TAX INCREMENT CONTRACT REVENUE BONDS, SERIES 2009;
APPROVING DOCUMENTS RELATING TO THE SERIES 2009 BONDS; AND
CONTAINING OTHER PROVISIONS RELATED THERETO. Mr. Ryan O'Hara, RBC
Capital Markets.
Boardmember Pool made the motion, seconded by Boardmember Sloan, to approve
Resolution No. RDAP-2009-08.
Frank Ildebrando, RBC Capital Markets, stated the proposed bond sale was originally
planned for 2008; however, it was recommended to wait until the market situation was
more favorable. A huge upheaval in the market relating to bond insurance companies
has left only one triple-A rated bond insurer at this time. The only available bond
insurance company has stated it is unable to insure the Development Authority of
Pearland bond sale. Mr. Ildebrando continued to provide the Board with details of the
proposed bond sale.
Discussion ensued between Boardmembers, Bill Eisen, City of Pearland City Manager,
and Frank Ildebrando, RBC Capital Markets regarding the bond sale.
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Rick Witte stated that Rick Witte Andrews & Kurth, L.L.P, RBC Capital Markets, and
Allen Boone Humphries Robinson, LLP have agreed to a reduction in the fees charged
to the Development Authority of Pearland and provided an agreement letter from each
firm.
Boardmember Sloan asked if the reserve fund would be the same amount with any
bond sale scenario.
Frank Ildebrando, RBC Capital Markets, stated the reserve fund is a fixed amount that
would be the same regardless of the interest rate for the bond sale.
Boardmember Dansby asked what is the total amount that is required for
reimbursement to the developer and what balance remains.
Claire Bogard, City of Pearland Finance Director, stated she believes the total amount
was approximately $169,000,000.
Frank Ildebrando, RBC Captial Markets, stated the total amount remaining to be
reimbursed will change because of interest the developer is paying on expenditures that
have not been reimbursed.
Greer Pagan, Allen Boone Humphries Robinson, LLP, provided the Board with a
detailed review of the Bond Sale Ordinance
Discussion ensued between Boardmembers, Bill Eisen, City of Pearland City Manager,
Claire Bogard, City of Pearland Director of Finance, and Frank Ildebrando, RBC Capital
Markets regarding the bond sale.
Voting "Aye" Boardmembers Reid, Baker, Sloan, Pool, and Dansby.
Voting "No" None.
Motion Passed 5 to 0.
BOARD ACTION — RESOLUTION NO. RDAP-2009-07 — A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), TEXAS, APPROVING
PAYMENT OF THE COSTS OF ISSUANCE AND DEVELOPER REIMBURSEMENT
ASSOCIATED WITH THE DAP BOND SERIES 2009 AND AUTHORIZE THE
EXECUTION OF CHECKS AND WIRE TRANSFERS THEREOF. Ms. Claire Bogard,
Director of Finance.
Boardmember Reid made the motion, seconded by Boardmember Dansby, to approve
Resolution No. RDAP-2009-07.
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Claire Bogard, City of Pearland Finance Director, stated this item authorizes the
issuance of the checks and wire transfer to reimburse the Developer.
Voting "Aye" Boardmembers Reid, Baker, Sloan, Pool, and Dansby.
Voting "No" None.
Motion Passed 5 to 0.
ADJOURNMENT
Meeting was adjourned at 5:15 p.m.
Minutes approved as submitted and/or corrected this the 23rd day of November, A.D.,
2009.
ATTEST:
Ed Baker
Secretary
21-
Tom eid
Chair
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