2012-06-11 TAX INCREMENT REINVESTMENT ZONE NO. 2 BOARD MEETING MINUTESMINUTES OF A SPECIAL MEETING OF THE TAX INCREMENT REINVESTMENT
ZONE NUMBER TWO (TIRZ # 2), ALSO KNOWN AS SHADOW CREEK RANCH,
CITY OF PEARLAND TEXAS, HELD ON MONDAY, JUNE 11, 2012, AT 4:00 P.M., IN
THE COUNCIL CHAMBERS, CITY HALL, 3519 LIBERTY DRIVE, PEARLAND,
TEXAS.
Chairman Kenneth R. Phillips called the meeting to order at 4:00 p.m. with the following
present:
Chair Kenneth R. Phillips
Vice Chair Gary Cook
Secretary Mike Pyburn
Boardmember Donna Coleman
Boardmember Herbert Fain
Absent: Boardmembers Gary Davis, Jo Knight, Ron Castillo, Larry Loessin.
Others in attendance: Bill Eisen City Manager City of Pearland; Lynne Humphries Allen
Boone Humphries Robinson LLP; James Ross LJA Engineering; Rick Overgaard
Assistant Director of Finance City of Pearland; Maria Rodriguez Deputy City Secretary
City of Pearland; Drew Pelter Shadow Creek Ranch Development Company Ltd; Rick
Hale Perry Homes.
NEW BUSINESS
BOARD ACTION — REGARDING THE APPROVAL OF THE SPECIAL MEETING
MINUTES OF THE NOVEMBER 14, 2011, TAX INCREMENT REINVESTMENT ZONE
NUMBER 2 (TIRZ NO. 2) BOARD OF DIRECTORS MEETING.
TIRZ NO. 2 Board of Directors.
Boardmember Pyburn made the motion, seconded by Boardmember Cook, to amend
the minutes of November 14, 2011 to reflect that Boardmember Herbert Fain was in
attendance.
Voting "Aye" Boardmembers Phillips, Cook, Coleman, Fain, and Pyburn.
Voting "No" None.
Motion Passed 5 to 0, with Boardmembers Davis, Knight, Castillo, and Loessin absent.
Boardmember Pyburn made the motion, seconded by Boardmember Cook, to approve
the amended minutes of the November 14, 2011, Tax Increment Reinvestment Zone
Number 2 (TIRZ No. 2) Board of Directors Meeting.
Page 1 of 5 — 06/11/2012
Voting "Aye" Boardmembers Phillips, Cook, Coleman, Fain, and Pyburn.
Voting "No" None.
Motion Passed 5 to 0, with Boardmembers Davis, Knight, Castillo, and Loessin absent.
BOARD ACTION — RESOLUTION NO. RTIRZ-2012-01 — A RESOLUTION OF THE
TAX INCREMENT REINVESTMENT ZONE NO. 2 (TIRZ), APPROVING THE 2011
ANNUAL REPORT. Ms. Claire Bogard, Director of Finance.
Chairman Phillips made the motion, seconded by Boardmember Coleman, to approve
Resolution No. RTIRZ-2012-01.
Director of Finance Claire Bogard stated for your consideration this is the Pearland Tax
Increment Reinvestment Zone 2011 Annual Report as required by state law. She
stated that there are not too many changes from last year. Ms. Bogard provided the
Boardmembers with a brief overview of the 2011 Annual Report. She stated that after
the Board's approval the Report is being presented to Council then to Brazoria County
followed by School District.
Voting "Aye" Boardmembers Phillips, Cook, Coleman, Fain, and Pyburn.
Voting "No" None.
Motion Passed 5 to 0, with Boardmembers Davis, Knight, Castillo, and Loessin absent.
BOARD ACTION — RESOLUTION NO. RTIRZ-2012-02 — A RESOLUTION OF THE
TAX INCREMENT REINVESTMENT ZONE NO. 2 (TIRZ), ACCEPTING THE 2011
ANNUAL FINANCIAL REPORT FOR THE FISCAL YEAR ENDING SEPTEMBER 30,
2011. Ms. Claire Bogard, Director of Finance.
Chairman Phillips made the motion, seconded by Boardmember Cook, to approve
Resolution No. RTIRZ-2012-02.
Director of Finance Claire Bogard provided Boardmembers with an overview of the
2011 Annual Financial Report for the fiscal year ending September 30, 2011.
Boardmember Phillips asked for clarification regarding the administrative cost being
paid back to the City.
Discussion ensued between Boardmembers, Finance Director Claire Bogard and Lynne
Humphries, Allen Boone Humphries Robinson LLP regarding the Administrative cost
being paid back to the City.
Page 2 of 5 — 06/11/2012
Lynne Humphries, Allen Boone Humphries Robinson LLP, stated for clarification the
words, "Administrative Expense" is the legal terminology for the statue, It is actually the
City's share of the increase tax revenue.
Bouardmember Phyllips stated it is the City's part of the increment that grows over time.
Initially the Developer gets 100 percent for taking on the risk for borrowing the money
and assuming the debt and now part of the increased tax value is coming back to the
City. The legislature deems it an administrative expense. It is actually the City's share
of the increase tax revenue.
Voting "Aye" Boardmembers Phillips, Cook, Coleman, Fain, and Pyburn.
Voting "No" None.
Motion Passed 5 to 0, with Boardmembers Davis, Knight, Castillo, and Loessin absent.
BOARD ACTION — RESOLUTION NO. RTIRZ-2012-03 — A RESOLUTION OF THE
TAX INCREMENT REINVESTMENT ZONE NO. 2 (TIRZ), ACCEPTING THE
FINANCIAL REPORT FOR THE PERIOD ENDING APRIL 30, 2012. Ms. Claire Bogard,
Director of Finance.
Boardmember Pyburn made the motion, seconded by Boardmember Coleman, to
approve Resolution No. RTIRZ-2012-03.
Director of Finance Claire Bogard provided Boardmembers with an overview of the
Financial Report for the period ending April 30, 2012.
Voting "Aye" Boardmembers Phillips, Cook, Coleman, Fain, and Pyburn.
Voting "No" None.
Motion Passed 5 to 0, with Boardmembers Davis, Knight, Castillo, and Loessin absent.
BOARD ACTION — RESOLUTION NO. RTIRZ-2012-04 — A RESOLUTION OF THE
BOARD OF DIRECTORS OF THE PEARLAND TAX INCREMENT REINVESTMENT
ZONE 2 (TIRZ), ACCEPTING THE INVESTMENT REPORT FOR THE QUARTERS
ENDING DECEMBER 2011 AND MARCH 2012. Mr. Rick Overgaard, Assistant Finance
Director.
Chairman Phillips made the motion, seconded by Boardmember Coleman, to approve
Resolution No. RTIRZ-2012-04.
Assistant Director of Finance Rick Overgaard presented an overview of the Four
Quarter Investment Report for the quarters ending December 2011 and March 2012.
Page 3 of 5 — 06/11/2012
Voting "Aye" Boardmembers Phillips, Cook, Coleman, Fain, and Pyburn.
Voting "No" None.
Motion Passed 5 to 0, with Boardmembers Davis, Knight, Castillo, and Loessin absent.
BOARD ACTION — RESOLUTION NO. RTIRZ-2012-05 — A RESOLUTION OF THE
BOARD OF DIRECTORS OF THE PEARLAND TAX INCREMENT REINVESTMENT
ZONE #2 (TIRZ #2) BOARD OF DIRECTORS, APPROVING A LETTER FOR
FINANCING AGREEMENT WITH 518SCR, LTD. FOR VILLAGE 7 PHASE 1, LFA 12-
006-001. Mr. James Ross, Zone Engineer.
Boardmember Pyburn made the motion, seconded by Chairman Phillips, to approve
Resolution No. RTIRZ-2012-05.
Mr. James Ross, Zone Engineer stated this is being presented to the Board for approval
of a Letter of Financing Agreement number LFA 12-06-001. This Finance Agreement
with 518SCR LTD, (Perry Homes) is for the development of Village 7, Phase 1, for the
construction and engineering of the first session of the work with a budget of
$8,824,599.
Discussion ensued between Boardmembers and Mr. James Ross Zone Engineer
regarding the first phase of the infrastructure.
Voting "Aye" Boardmembers Phillips, Cook, Coleman, Fain, and Pyburn.
Voting "No" None.
Motion Passed 5 to 0, with Boardmembers Davis, Knight, Castillo, and Loessin absent.
BOARD ACTION — RESOLUTION NO. RTIRZ-2012-06 - A RESOLUTION OF
THE TAX INCREMENT REINVESTMENT ZONE NO. 2 (TIRZ), RATIFYING INVOICES
THAT WERE PAID FROM OCTOBER 2011 THROUGH MAY 2012 AND APPROVING
INVOICES FOR PAYMENT. Ms. Claire Bogard, Finance Director.
Boardmember Cook made the motion, seconded by Boardmember Fain, to approve
Resolution No. RTIRZ-2012-06.
Director of Finance Claire Bogard stated since the last meeting in November 2011, the
invoice review committee has reviewed and approved for payment invoices totaling
$1,901.22. The board also has three invoices pending payment for approval totaling
$3,651.39. Upon payment, total operating expenses for FY2012 to date will total
$5,975.48.
Page 4 of 5 — 06/11/2012
Voting "Aye" Boardmembers Phillips, Cook, Coleman, Fain, and Pyburn.
Voting "No" None.
Motion Passed 5 to 0, with Boardmembers Davis, Knight Castillo, and Loessin absent.
ADJOURNMENT
Meeting was adjourned at 5:00 p.m.
Minutes approved as submitted and/or corrected this the 24th day of June, A.D., 2013.
U
MIKE PYBUFIN
TIRZ NO. 2 S CRETARY
NNETH R. PHILWS
TIRZ NO. 2 CHARI AN
Page 5 of 5 — 06/11/2012