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2000-06-19 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 June 19, 2000 The meeting of the Board of Directors ("Board") of the Tax Increment Reinvestment Zone Number Two ("Zone"), City of Pearland, Texas, was held at City Hall, located at 3519 Liberty Drive, Pearland, Texas, on Monday, June 19, 2000, at 4:30 p.m. The meeting was open to the public. Board Members in Attendance: Nigel Harrison, Chair Mike Pyburn, Secretary Gary Cook, Vice Chair James McFeron Larry Loessin Bobby Verdine Sonny Corley Jim DeShazer City of Pearland Representatives in Attendance: Alan Mueller Michael Ross Public in Attendance: 1. Introduction. Board Members Not in Attendance: John Knox Consultants in Attendance: Lynne Humphries — Vinson & Elkins Patti Joiner - Knudson & Associates John Havenstrite - Knudson & Associates David Tinney - LJA Engineering & Surveying, Inc. Mark McGrath — Null-Lairson, P.C. Tom King — Huitt-Zollars, Inc. 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 4:30 p.m. and took attendance. The following Board Members were present: 1. Bobby Verdine 2. Nigel Harrison 3. Gary Cook 4. James McFeron 5. Larry Loessin 6. Mike Pyburn 7. Jim DeShazer S. Sonny Corley Board Member John Knox was not in attendance. 3. Discuss and approve minutes of the February 21, 2000 Board meeting. Following discussion, Board Member Cook moved that the Board approve the minutes of the February 21, 2000 meeting without revision. Board Member DeShazer seconded the motion. The Board unanimously approved the motion. 4. Project report from the City; take appropriate action. Alan Mueller circulated a summary of construction activity and discussed the report with the Board. A copy of the report is attached. Mr. Mueller also discussed the funding of certain costs associated with Brazoria County and Alvin ISD legal and financial advisory services. Mr. Mueller explained that language in the development agreement and the interlocal agreements suggests that such fees should be reimbursed from the increment fund. However, Mr. Mueller further stated that the City has asked the Developer to advance funds sufficient to pay these invoices in question, and that the Developer has agreed. 5. Report from Zone Auditor. Mark McGrath presented, and the Board reviewed three summary reports outlining reimbursable expenses incurred and invoices paid from creation through 2000. Mr. McGrath explained that the reports are prepared to assist in determining the amount to be included in future Letter Finance Agreements, and that the review process associated with each included a review of the budget to assure that aggregate costs have not exceeded budgeted amounts. The first report addressed Developer payments of creation costs, $882,434. The second addressed financing and administration costs for 1999, $117,876.95. Mr. McGrath pointed out that a portion of these fees have not been paid; however, as mentioned in the City's report, the Developer has agreed to advance these funds, $80,318.67. The third report addressed financing and administration costs for 2000. Mr. McGrath explained that these expenses, $37,557.11, have not been paid by the Developer, but will be paid by funds deposited in the increment account. 6. Report from Interest Review Subcommittee. Larry Loessin presented the Committee report. Mr. Loessin explained that the Committee met and reviewed the reports prepared by the Zone Auditor and approved the 2000 expenses as presented. Mr. Loessin also said that the invoices associated with creation expenses and 1999 administration had been deferred pending further review. 2 7. Discuss and take necessary action regarding a. Letter financing agreement for creation and organization of the Zone; b. Letter financing agreement for administration of the Zone for fiscal year 1999; C. Letter financing agreement for administration of the Zone for fiscal year 2000; d. Payment of all invoices; Lynne Humphries reviewed the format of the financing agreements with the Board, and reminded the Directors that it is taken directly from the Master Developer Reimbursement Agreement. Ms. Humphries reviewed the issues raised with regard to 1999 financing and administration expenses, and restated that the Developer intends to pay these fees. Ms. Humphries also reviewed the 2000 administration expenses, reminding the Board that the agreement authorizes the reimbursement of $175,000 for the year while only $37,557.11 has been invoiced to date. After a discussion, Board Member Loessin motioned to approve the three letter finance agreements as presented and pay all associated invoices. Board Member Pyburn seconded the motion and the Board approved the motion with Board Member Cook abstaining. S. Discuss and recommend 1999 Annual Report to be presented to City Council for Approval; Patricia Joiner presented the Annual Report. Ms. Joiner explained that the report is a statutory requirement of the Zone which must be prepared and presented to the governing bodies of the participating entities. The report is a review of the agreements governing the relationship between the Zone and the participating units, and their compliance with the schedules and standards contained therein. After a discussion, Board Member Pyburn motioned to approve the report. Board Member Corley seconded the motion, and the Board unanimously approved the motion. 9. Presentation and discussion of TIRZ Project budget report; Ms. Joiner reviewed the project's budget report with the Board Members. The budget, Ms. Joiner explained, summarizes items listed in the Project Plan and the Finance Plan. The second, it was noted, summarized costs associated with the approved letter finance agreements as they relate to the entire TIRZ budget. No Board action was taken. 10. Project report from Developer; take appropriate action; Board Member Cook reviewed the status of ongoing development. Mr. Cook noted that: McHard Road, West of 288 has been renamed Shadow Creek Parkway; that the entry monument at Shadow Creek Parkway and 288 is underway; that the water line extension from FM 518 to FM 521 is out for bid; that proposals were being developed for the first phase of the package sewer treatment facility to serve the first phase of development; and, that the Shadow Creek Ranch master drainage plan has been approved by the City of Pearland. Board Member Loessin discussed a letter he had received from Brazoria County Drainage District No. 4 and the concerns it raised related to regional drainage. Alan Mueller said that he had seen the letter, and that the City has responded. Mr. Mueller further explained that the City is responsible for drainage within the City limits, and that the Shadow Creek Ranch drainage plan has been reviewed and approved by the City. 15. Adjournment. Board Member Pyburn moved that the meeting be adjourned. Board Member Loessin seconded the motion, and the Board unanimously voted to adjourn the meeting at 5:35 p.m. Approved: //"" P"' — Mike Pyburnj3oard Secretary Tax Increment Reinvestment Zone Number Two City of Pearland, Texas 4 TIRZ II Board Report Shadow Creek Parkway Project Summary June 19, 2000 Shadow Creek Parkway - Phase I • 100% Complete Design • 0% Construction Phase • Contractor awaiting T -Lock lining material • City secured inspection and testing services • Estimated construction date is July 5, 2000 • Estimated completion date is January 5, 2000 • $1.9 million construction cost Shadow Creek Parkway — Phase II • Received proposal from consultant for design service • Reviewing environmental issues and funding requirements with TWDB • Upon TWDB approval, Staff will request City Council approval. EDA Project No. 2 — 20" Water Line • 100 % Complete Design • Final Plans and Specifications to be delivered to City Engineer week of 6119100 • Awaiting easement acquisitions • All permits obtained by Consultant Engineer Y 60 days for bidding process from completion of easement acquisitions • 120 days for construction phase • $525,000 estimated construction cost EDA Project No. 3 — Water Plant • 50% Complete Design • Finalizing flood plain issues • Incorporating comments from Flood Plain Administrator • .Awaiting approval of Shadow Creek Master Drainage Plan • All City of Houston issues resolved • Estimated completion date for design is 60 days or September 1, 2000 • 60 days for bidding process • 180 days for construction phase