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Home My WebLink AboutOrdinance 0055 Ai Á .nI ~ -1-1- f~vpt/1 Ú· I ,j" 10',2, I ,_ .---Þ ..'\ ~'iP "-' ~ ... . t"". THE STATE OF TEXAS t '<:-- COUNTY OF TARRANT t WHEREAS, the water and sewer systems of the City of North Richland Hill s have long been owned and operated by private interests; and, WHEREAS, it is the be 1 i e f of this body that such systems should be operated by a pu b 1 i c agency sponsored by the C i t y of North Richla:ld Hills in cooperation with other corporate municipalities within which the system is situate, to-wit, Richland Hills, Azle and Lakeside Village; and, WHEREAS, the City of North Richland Hills now has the opportunity to acquire such system, or substantial portions thereof as hereinafter shown, without cost to the City and without levying of taxes or the a~'sumpt ion of any obl igat ion or 1 iabil ity of any kind, for such acquisition: NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS: 1. That the Council designate and delegate full authority to Jim Norman and Ray Lofland in cooperation with the Mayor, and in cooperation and conjunction with alike number of similar represen- tatives from Richland Hills, Azle and Lakeside Village with similar authority, to negotiate for the acquisition of the water and sewer systems through the implementaion and use of a non-profit corporation to be known as Tarrant County Water Supply Corporation, and does hereby designate and authorize the said Jim Norman and Ray Lofland to become stockholders and directors of said corporation as required by statute; prov ided that (1) such negot iat ions arc carr icd on upon the advice and consent of Reaves and Gregory, Engineers, who~e fees shall be conditioned to be paid (a) by said Tarrant County Water Supp1y C~rporation if said corporation does acquire said water and sewer system and (b) by Tarrant util ity Company, present owner of the property, if sa id system is not so acqu ireQ,and (c) that sa id / " Engineers and the parties herein designated acting with alike number of representatives from the other towns herein named agree upon such fee; and further provided that the stockholdErs herein designated act in conjunction with the same number of stockh01ders desiJnated - by the other towns herein named and in such negotiations act in form as a de facto Board of Directors of said corporation, of which the Mayors of each town may be ex-officio members, and all acts be deter- mined by majority vote of the members of such de facto board; and still further conditioned and provided that: (a) Tarrant Utility Company agree in writing to the con- ditions herein imposed with reference to Engineers fees; (b) Al1 debt incurred by such non-profit corporation shall be payable from revenues only; (c) The City of North Richland Hills will not be,directly or indirectly, obl igated to pay any of such debt or any expense what- soever or howsoever incurred in connection with said non-profit cor- poration; (d) No taxes shall ever be levied for the payment of any such debt; (e) At s u c h time ass u c h deb tis p aid a I 1 ass e t S 0 f the non-profit corporation located within the City of North Richland Hills shall become the property of such City; and further provided that all other assets of said corporation of every kind, specifically including, but not I imited to, cash, invested funds or the evidences thereof, notes, accounts, chases in action, and all physical properties, real, personal or mixed, shall be prorated to the cities and towns herein named as participating herein and transacting business with said corporation, based on an equitable formula to be determined by competent engineers, which formula shall primarily consider and be in direct proportion to the amount of business so transacted and the number of water and sewer taps within the limits of each such city and tow n; (f) The City of North Richland Hills shall always be represented in the management of such non-profit corporation by having residents of the City of North Richland Hills as members of the Board of Directors of such corporation. There shall always be as such mem~ers of the Board of Directors as many residents of the City of North Richland Hill s as there are members from any other city; and the by-laws s ha 11 provide that in order to constitute a -2- quorum of the Directors there shall be present, in additionl to the requisite number, one member from each city or town participating herein. Any vacancy in the Board of Directors from any citV shall be filled by such person as the Council shall recommend to the Board of Directors. ( 9 ) The D ire c tor s 0 f sa i d cor p 0 rat ion s h a I 1 pro vi ide by irrevocable by-law that the Board of Directors shall not be: increased to a greater number than eight. (h) That no dividends shall ever be paid upon the stock of said non-profit corporation, and that all profits arising from the operation of such business shall be annually paid out to t~e cities and towns which have during the past year transacted busin~ss with said non-profit corporation in direct proportion to the amount of business so transacted; provided, nevertheless, that such ~ayment shall be subject to the exclusive jUdgment and discretion ~f the Board of Directors in their management and control of said :corpora- tion, after taking into consideration all cash as well as dash reserve requirements of the corporation; and provided that no such profits shall ever be paid out to any such city or town wh i Ie any ~ndebtedness of the corporation remains unpaid; and provided also t ha t ~he Board of Directors of such corporation s ha 11 allocate to a sinking fund such amount as shall be required to meet principal and interest payments on all bonds, and such additional amount of the annual pro~its as the Board of Directors may deem necessary for maintenance, !up-keep, operation, replacements, betterments and expansion; (f) No salary or other compensation shall ever þe paid to the officers or directors of such non-profit corporation e~cept such as may be authorized by statute; I (j~ This resolution is subject to and condition~d upon ¡ Richland Hills, Azle and Lakeside Village adopting alike ~esolution, I and subject to all the conditions herein contained. i i 2. Subject to all conditions herein contained, all n¢gotiations, I investigations, appraisals and valuations, corporate establ ishment I and structure, contracts, financing, including issuance an1 sale of I exclusively corporate revenue bonds, establishment of tax $xempt -3- status of said non-profit corporation, if the negotiations reach such stages, based upon the advise of Engineers but upon the final exclu- sive determination of the de facto or de jure board herein provided for, as the case may be, shall be conducted through and in cooperation with the E. Kel1y Brown Investment Company of Dallas, Texas, it bein!j clearly understood that all expenses heretofore ßntailed or that may hereafter be incurred by the E. Kelly Brown Investment Company shall never be chargeable to the City of North Richland Hills. It is understood that the E. Kelly Brown Investment Company will provide a syndicate of investment bankers who will underwrite and purchase the bonds of said Corporation, and the E. Kelly Brown Invest- ment Company may participate in any underwriting, which shall be its sole source of reimbursement for the proposed service; that no expense of any kind shall ever be chargeable against the City of North Richland Hills; and Provided that all ultimate and final decisions on all matters shall be made by the de facto or de jure Board of Directors herein provided for. 3. That the Mayor shall keep the City Council advised of the progress of such negotiations. APPROVED AND ADOPTED, th is the ¡'z. day of tf}~, 1959. _r::2L~ , MAYOR.JHoo.~ CITY OF NORTH RICHLA~D HilLS, TEXAS AT!?2TEST:,;;~ Æ~ IT SE{{{IARY CITY F NORT RICHLAND HILLS, TEXAS -4- THE STATE OF TEXAS COUNTY OF TARRANT I, the undersigned, City Secretary of the City of North Richland . Hills, Texas, do hereby certify that the above and foregoing is a true, full and correct copy of a resolution ~dopted by the City day of Council of the City of North Richland Hills, Texas, on the tf"j· I~ , 1959, authorizing the negotiation for the acquisition of the water and sewer systems of said City of North Richland Hills, Texas, through the implementation and use of Tarrant County Water Supply Corporation, a non-profit corporation, said reso- lution being duly of record in the minutes of said City Council. EXECUTED UNDER MY HAND AND SEAL OF SAID CITY, this the I~ day of ~~Þd JJ 1t~ , 1959. ?f¿ · f(m ~A'1 I:.CRI CITY F NORTH ICHLAND TEXAS (SEAL) ---- '- -5- -: