2012-02-20 DEVELOPMENT AUTHORITY OF PEARLAND SPECIAL MEETING MINUTESMINUTES OF A SPECIAL MEETING OF THE DEVELOPMENT AUTHORITY OF
PEARLAND, CITY OF , i TEXAS, TO BE HELD ON • i j FEBRUARY
20, 2012,4:00 P.M., IN THE FIRST FLOOR CONFERENCE ROOM AT PEARLAND CITY
HALL, 3519 LIBERTY DRIVE,PEARLAND,
Mayor Reid called the meeting to order at 4:00 p.m. with the following present.
Chairman Tom Reid
Secretary Ed Baker
Boardmember Tom Pool
Boardmember Tony Carbone
Absent Boardmember Bill Sloan.
Others in attendance: City of Pearland City Manager Bill Eisen, City of Pearland Finance
Director Claire Bogard; City of Pearland Assistant Finance Director Rick Overgard: City of
Pearland City Secretary Young Lorfing, City of Pearland Deputy City Secretary Maria E.
Rodriguez.
BOARD ACTION — APPROVAL OF THE DEVELOPMENT AUTHORITY OF PEARLAND
BOARD OF DIRECTORS MEETING MINUTES FOR SEPTEMBER 12, 2011, SPECIAL
MEETING HELD AT 4:00 P.M. DAP Board of Directors.
Boardmember Tom Pool, made the motion, seconded by Secretary Ed Baker, to approve
the minutes of the February 20, 2012, Development Authority of Pearland Board Meeting.
Voting "Aye" Boardmembers Pool, Reid, Baker, and Carbone.
Voting "No" None.
Motion Passed 4 to 0, with Boardmember Sloan absent.
BOARD ACTION — RESOLUTION NO. RDAP-2012-01 — A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), ACCEPTING THE FINANCIAL
REPORT FOR THE PERIOD ENDING DECEMBER 31, 2011. Mr. Rick Overgard,
Assistant Director of Finance.
Assistant Finance Director, Rick Overgard gave an overview of the Financial Report for the
month ending of December 31, 2011, the total cash investments totaled $5.3 million. The
equity at $5.3 million revenue, $504 interest income and expenditure $4,000 debt service
fee, bringing the ending fund balance of $5.3 million.
Boardmember Pool made the motion, seconded by Chairman Reid to approve Resolution
No. RDAP-2012-01.
Voting "Aye" Boardmembers Pool, Reid, Baker, and Carbone.
Voting "No" None.
Motion Passed 4 to 0, with Boardmember Sloan absent.
BOARD ACTION — RESOLUTION NO. RDAP-2012-02 — A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), ACCEPTING THE INVESTMENT
REPORT FOR THE QUARTERS ENDING SEPTEMBER 2011 AND DECEMBER 2011.
Mr. Rick Overgard, Finance Assistant Director.
Assistant Finance Director, Rick Overgard, provided the Board with a detailed review of the
Investment Report for the quarters ending September 30, 2011, and December 31, 2011.
Boardmember Carbone made the motion, seconded by Boardmember Pool, to approve
Resolution No. RDAP-2012-02.
Voting "Aye" Boardmembers Pool, Sloan, Baker, and Carbone.
Voting "No" None
Motion Passed 4 to 0, with Boardmember Sloan absent.
BOARD ACTION — RESOLUTION NO. RDAP-2012-03 — A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), ACCEPTING THE 2011 ANNUAL
FINANCIAL REPORT FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2011.
Ms. Claire Bogard, Director of Finance.
Finance Director, Claire Bogard, addressed the Board and stated as required by the State
Statue the City has their books audited by a third -party firm Null Lairson, L.L.P. for the year
ending September 30, 2011. She stated the audit committee consisting of Mayor Reid,
City Manager Bill Eisen, Councilmember Sherrouse, and Councilmember Owens. The
committee has reviewed the audit report and the report will be filed with City Council this
evening. Since the Development Authority of Pearland is considered to be component
unit of the primary government, like a subsidiary she wanted to review the results with the
Development Authority of Pearland.
Boardmember Carbone asked if City Council has already approved the audit report.
Finance Director Claire Bogard stated that City Council has approved a resolution to
accept the audit.
Boardmember Carbone stated that when he looks at financials he likes to see the notes.
Finance Director Claire Bogard stated the audit report will be on the City website and a
copy of full set of notes will be provided to him.
Page 2 of 5 — 2/20/2012 — DAP
Boardmember Carbone stated he felt uncomfortable approving this without seeing the full
report and only looking at a few pages.
'V,
loardmember Pool, made• • • •'• by Secretary Baker,to approve
-- • • RDA -
Voting "Aye" Boardmembers, Pool, Reid, Baker.
Voting "No" Boardmember Carbone.
Motion Passed 3 to 1, with Boardmember Sloan absent.
BOARD ACTION — RESOLUTION NO. RDAP-2012-04 — A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), RATIFYING CHECKS 1084
THROUGH 1086. Ms. Claire Bogard, Director of Finance.
Finance Director Claire Bogard stated since the Development Authority of Pearland do not
meet that often, there is an invoice committee of the DAP composed of Mayor Reid and
Boardmember Sloan, so when invoices come in the Finance Director will review them and
the committee will sign the checks for payment rather than have the vendors wait for
payment. The Board had requested that we ratify those checks that have been reviewed,
signed, approved, and paid by the committee. She continued to give a review of the checks
numbers and payments that have been made for checks 1080-1086.
Chairman Reid stated a motion to clarify ratification for check numbers 1084- 1086. He
also stated he and Secretary Baker have signed checks 1080-1086.
Boardmember Reid called a motion to ratify checks 1084 through 1086.
Secretary Baker made the motion, seconded by Boardmember Carbone, to approve
Resolution No. RDAP 2012-04.
Voting "No" None.
Motion Passed 4 to 0, with Boardmember Sloan absent.
BOARD ACTION — RESOLUTION NO. RDAP-2012-05 — A RESOLUTION OF THE
DEVELOPMENT AUTHORITY OF PEARLAND (DAP), TERMINATING SERVICES WITH
RBC CAPITAL MARKETS AND APPROVING AN AGREEMENT FOR FINANCIAL
ADVISORY SERVICES WITH BOSC, INC. Ms. Claire Bogard, Director of Finance.
Finance Director Claire Bogard stated the City and the Development Authority of Pearland
and the Economic Development Corporation of Pearland all use the same financial advisor
for bond issuances, recommending sizes, structures, refunding opportunities, the City
relies on their expertise to provide that service for us. The City has a contract with RBC
Capitol Markets for many years and with Frank Ildebrando, and Ryan O'Hara. In August
the contract was renewed for an additional four years and shortly after that in December,
Frank and Ryan met with staff and stated they have joined BOSC, Inc., While RBC Capital
Market is a great firm we like the personal knowledge of the City and history that has been
established with Frank and Ryan. We presented a new contract for approval of BOSC,
Inc., to City Council in January. City Council approved the contract on January 23, and the
Pearland Economics Development Corporation approved their agreement on January 25,
2012.
Ryan O'Hara, BOSC, Inc., 1401 McKinney, Street, Suite 1650, Houston, Texas, addressed
the Board and stated that he wanted to point out there is a 30 day out if you are not
satisfied with the services provided. He also stated that City Attorney Darrin Coker has
reviewed the contract. He continued to share some highlights about BOSC, Inc., and the
contract.
Boardmember Pool made the motion, seconded by Boardmember Baker, to approve
Resolution No. RDAP-2012-05.
Voting "Aye" Boardmembers Pool, Reid, Baker, and Carbone.
Voting "No" None.
Motion Passed 4 to 0, with Boardmember Sloan absent.
BOARD ACTION — RESOLUTION NO. RDAP-2012-06 — 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. Ms. Claire Bogard,
Director of Finance.
Director of Finance Claire Bogard stated this item is to approve a cash reimbursement to
the Developer for infrastructure improvements within Tax Increment Reinvestment Zone
No. 2 (TIRZ No. 2). To date, the Board has issued $58,505,000 million in debt based on
supported value on the ground and reimbursed the Developer $72,513,830, including
interest. Of the total reimbursed, $21.9 million was made in cash reimbursements,
including $5 million reimbursement made in September 2011. In January the City received
$2,501,955.25 from Alvin Independent School District for 2010 and 2011 TEA TIRZ
supplemental reimbursement. This is a duplicate amount which the City has already
received in June 2011, leaving $1,272,070.50 available for a cash reimbursement to the
developer.
Discussion ensued between Boardmember Carbone and Claire Bogard Finance Director
and Assistant Finance Director Rick Overgard regarding the extra cash and surety bonds.
Elm
Boardmember Carbone made the motion, seconded by Secretary Baker, to approve
Resolution No. RDAP 2012-06.
Voting "No" None.
Motion Passed 4 to 0, with Boardmember Sloan absent.
ADJOURNMENT
Meeting was adjourned at 5:05 p.m.
Minutes approved as submitted and/or corrected this the 23rd day of April, A.D., 2012.
Tom Reid
Chair
ATTEST:
Ed Baker
Secretary