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1999-12-06 TAX INCREMENT REINVESTMENT ZONE NO. 2 BOARD MEETING MINUTESMINUTES OF THE BOARD OF DIRECTORS MEETING Tax Increment Reinvestment Zone Number Two CITY OF PEARLAND, TEXAS December 6,1999 The 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 Pearland City Hall, located at 3519 Liberty Drive, Pearland, Texas, on Monday, December 6, 1999, at 4:30 p.m. The meeting was open to the public. Board Members in Attendance: Nigel Harrison, Chair Gary Cook, Vice Chair Mike Pyburn, Secretary James McFeron Larry Loessin Bobby Verdine Sonny Corley John Knox City of Pearland Representatives in Attendance: Hon. Richard Tetens Alan Mueller Michael Ross Public in Attendance: None 1. Introduction. Board Members Not in Attendance: Jim DeShazer Consultants in Attendance: Lynne Humphries — Vinson & Elkins Jim Boone — Vinson & Elkins Patti Joiner - Knudson & Associates Charles Knight - Knudson & Associates John Perry — 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 4:35 p.m. and took attendance. The following Board Members were present: 1. Bobby Verdin 2. Nigel Harrison 3. Gary Cook 4. James McFeron 5. Sonny Corley 6. Larry Loessin 7. John Knox 8. Mike Pyburn Board Member Jim DeShazer was not in attendance. 3. Discuss and approve minutes of the November 8,1999 Board meeting. Charles Knight of Knudson & Associates, Zone Administrator, distributed a revised copy of the November 8, 1999 Board meeting minutes, noting the revision requested by Board Member Loessin in item 7. Following discussion, Vice Chair Cook moved that the Board approve the minutes of the November 8, 1999 meeting. Board Member McFeron seconded the motion. The Board unanimously approved the motion. 4. Discuss and take necessary action regarding election of other officers. Lynne Humphries of Vinson & Elkins distributed a memorandum to the Board, which outlined the Board Members' terms of office. She also explained the need for the appointment of an Assistant Secretary in order to alleviate signature difficulties that can arise when executing documents. Following discussion, Board Member Corley moved that the Board elect Board Member Knox to the position of Assistant Secretary. Board Member Pyburn seconded the motion. The Board unanimously approved the motion. 5. Project report from the City; take appropriate action. Alan Mueller reported that the water line along FM 518 was under construction and the water line along McHard Road was still under design. He continued to say that the City had received the list of proposed street names and that the Master Developer Reimbursement Agreement was nearing execution. No Board action was taken. 6. Review and take necessary action regarding proposal for Zone Engineer. Patti Joiner of Knudson & Associates, Zone Administrator, presented the Board with an overview of the November 22, 1999 workshop, the topic of which was the roles and responsibilities of the Zone Engineer. Board Member Knox then moved that the Board select LJA Engineering and Surveying, Inc. as the Zone Engineer. Board Member Verdine seconded the motion. Discussion ensued as to what role a construction auditor might play in reviewing the work of the Zone Engineer. Board Member Pyburn then moved to amend Board Member Knox's motion to include the provision that the Zone hire a Construction Auditor to review projects whenever the situation arises where the Zone's Engineer is also acting as the Developer's Engineer. Board Member Verdine seconded the motion. Following further discussion, the Board decided to first vote on Board Member Pyburn's amendment to Board Member Knox's initial motion. With that, Board Chair Harrison called for the vote on the amendment. The Board unanimously approved the amendment to hire a Construction Auditor to review projects whenever the situation arises where the Zone's Engineer is also acting as the Developer's Engineer. Board Chair Harrison then called for a vote on Board Member Knox's motion to select LJA Engineering and Surveying, Inc. as the Zone Engineer. Board Members Harrison, Cook, Pyburn, Knox and Verdin voted to approve the motion. Board Members McFeron, Corley and Loessin voted against the motion. With that, the motion to select LJA 2 Engineering and Surveying, Inc. as Zone Engineer passed by a vote of 5 to 3. Board Member Loessin then requested that scope of work for the construction auditor be drafted and sent to the Board with a list of candidate firms. Review and take necessary action regarding proposal for Zone Attorney. Lynne Humphries of Vinson & Elkins presented the Board with her proposal for Zone Attorney. Following discussion, Board Member Knox moved that the Board select Vinson & Elkins as Zone Attorney. Board Member Cook seconded the motion. Board Members Harrison, Cook, Knox, Verdine, Pyburn and McFeron voted to approve the motion. Board Members Corley and Loessin voted against the motion. The motion to select Vinson & Elkins as Zone Attorney passed by a vote of 6 to 2. 8. Discuss and take necessary action regarding TIRZ Roles and Responsibilities. Patti Joiner summarized the document entitled TIRZ Roles and Responsibilities on pages 31 and 32 of the Board packets. A general discussion ensued. No Board action was taken. 9. Project Report from the Developer; take appropriate action. Vice Chair Cook of Shadow Creek Ranch Development Company, L.P. reported on development activities to date. Specifically, Cook stated that he expected presentation of the next phase of construction to the Board in the middle of January 2000. He continued by stating the bid opening for the Primary Entry Monumentation Project (99-11-001) would take place the week of December 13, 1999 and the formal request for changing the name of McHard Road from 288 to 521 to Shadow Creek Parkway would be presented to City Council on January 10, 2000. 10. New Business. No new business was brought before the Board. 11. Any other matters which may properly come before the Board. No other business was brought before the Board. 12. Adjournment. Board Member Corley moved that the meeting be adjourned. Vice Chair Cook seconded the motion, and the Board unanimously voted to adjourn the meeting at 6:10 p.m. Approved: Mike fyburnt Board Secretary Tax Increment Reinvestment Zone Number Two City of Pearland, Texas