HomeMy WebLinkAboutMinutes Marina Advisory Committee - 06/03/2013 MINUTES
Regular Meeting
Marina Advisory Committee
Monday,June 3,2013
Members Present: Curt Broomfield, Clara Lee, Robert Paulison, Monte Reitz, Ron Behnke, Sharon Emerson,
John Adams
Members Absence: Robert Cagle,Dan Leyendecker
Staff Present: Peter M. Davidson, Marina Superintendent; Rene Garza, Marina Field Supervisor; Cherie
Gutierrez,Management Assistant;Leticia Guzman,Management Aide and Susan Thorpe,Assistant City Manager.
Call to Order:Mr Broomfield called the regular meeting of the Marina Advisory Committee to order at 5:30 p.m.
Presentations,Discussion Items and Possible Action Thereto: Introduction of new board members: Ms. Sharon
Emerson, Mr. Bob Paulison and Ms. Clare Lee to Marina Advisory Committee.Election of officers: Mr. Davidson
took nominees for chair and vice chair: Mr. Adams elected Ms. Lee for co-chair, she accepted and unanimously
approved.Ms. Emerson and Mr. Paulison nominated Mr. Broomfield for chairman and all approved. Mr. Davidson
also introduced Susan Thorpe, Assistant City Manager and Leticia Guzman, management aide to the Marina
Advisory Committee.Texas Coastal Boating& Saltwater Expo: Mr. Davidson then introduced Damon Gibson and
David Williams with the Texas Coastal Boating & Saltwater Expo. Mr. Gibson gave information about the Boat
Show that will be a 3 day event,that will include live music, 2 large exhibitor tents, and food/beverage tents. Mr.
Gibson discussed Progressive Insurance, Sames Ford, L&F Distributors, Convention and Visitors Bureau and
Marina Holiday Inn all assisting with sponsoring event. Mr. Adams asked if committed to making this an annual
event, Mr. Gibson confirmed and like the idea for the community that lasts a long time. Mr. Gibson informed the
committee about the lease with the city,that is 8 days for$8,000.00 with set up to begin on July 8t'and the show
from 11-14'h. Mr. Gibson will give out passes for tenants and Bay Yacht Club to make it reasonable and easy to
deal with. Mr. Gibson stated that sponsors Progressive and L&F signed up for 2 years and stated was up to us to
make sure this is something that everyone wants to do again. Bav Yacht Club: Mr. Broomfield asked the members
present, before their presentation, if they were able to obtain the approval from Development Services? Kevin
Kaldenbach, BYC commodore, responded was working with a contractor, however, is not at that point yet. Mr.
Kaldenbach stated has stopped working with Development Services and is now working out the utilities; stated the
contractor asked not to go back to Development Services until all ducks in a row. Mr. Davidson commented that
Marina Advisory Committee and the Marina Department have nothing to do with construction, all needs to be
permitted through Development Services; as far as all concerned would love to have the Bay Yacht Club here and
are interested to see what they have to offer the City of Corpus Christi. Chip Spence, vice commodore, introduced
the Bay Yacht Club members present,Mr./Mrs. Kaldenbach, Walter Crawford, David Neipert,and Brenda Spence.
Mr. Spence then showed a presentation about the history of the Bay Yacht Club for new members of Marina
Advisory Committee. Mr. Spence gave reasons on why BYC wants to relocate, showed proposed location and is
requesting endorsement again. Ms. Emerson requested the timeline proposed. Mr. Spence responded with fall on
breaking ground however does not have absolute,timeline since still waiting on utilities. Ms. Thorpe asked if this
proposed property was on park land. Mr. Spence responded it was on park land and that has drawn up lease with
the city and has been approved. Mr. Davidson stated the process is they have met with Parks & Recreation, has
received approval from the director, it then needs to be presented to Downtown Management District, then to
Planning and Zoning Commission/Development Services and finally to City Council with the lease. Mr.
Broomfield requested once approved by the City to bring back to be put on the agenda; advised to have certified
before any approval given. Mr. Davidson noted that the Marina Advisory Committee has voted on the concept on
having the Bay Yacht Club on land and has approved the site location; however,the ultimate approval will need to
be from Development Services. Mr. Broomfield advised to keep us informed and once receives approval will
proceed. Grant Application update for R-Pier: Mr. Davidson presented US Fish and Wildlife with Department of
Transportation offer 3 types of grants: boating access, boat sewage pump outs and boating infrastructure grants.
Mr. Davidson noted that we have applied for $1.5 million boating infrastructure grant and will know results in
July; however if not approved will have another opportunity to apply in October. The city will match the funds by
Marina Advisory Committee 4- 06/10/13
selling bonds for$L] million that will cost the Marina $88,000 a year which is equivalent to 37 boats to cover the
payment.
Committee/Staff Reports:
Oil &Gas Committee Liaison —No meetings, Mr. Davidson to contact the City Oil &Gas for update.
Friends of the Corpus Christi Municipal Marina — Mr. Broomfield requested a small committee needs to be put
together to review 501 c3. Mr. Davidson gave background on the account, how funds were raised and what the fund
has done. Ms. Emerson requested to be on the committee, no others volunteered.
Director's Report. Mr. Davidson passed out handbook of Rules and Regulations for Marina Advisory Committee
member. Mr. Davidson then commented on and/or answered questions regarding: (1) Marina Advisory Committee
booklet for Texas open meetings training; wanted to express his appreciation and Continued support and thanked
all members for their participation; (2) wake zone/jet ski issues; (3) revenues, expenditures and occupancy; (4)
Cigarette Litter Program Grant. Mr. Garza commented on Marina Market Days.
Identify Items to be Placed on Next Agenda: Mr. Davidson requested a boat tour of Marina for upcoming
meeting. Mr. Adams asked to look into ways of cost sharing, with search and rescue and trash coming into the
Marina
Confirmation for Next Meeting is: Monday, August 5,2013 (July will not be held due to scheduling conflicts)
Adjournment: As there was no further business,the meeting was adjourned at 6:48 p.m.
Peter Davidson
Marina Superintendent
Manna Advisory Committee -2- 06110113
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FILED
. . In the office of ttte
r Secretary of State of Texas
MAR-312009
JWTiCM OF FORKATION Corporations Section
OF Flu EMS OF CORPUS o INC.
A UkS NON-MORT CORPORATION
I, the undersigned natural person of the age of eighteen (18) years or more, and a
citizen of the State of Texas, acting as incorporator of a non-profit corporation under the
Texas Business Organizations Code,hereby adopt the following Articles of Formation:
ARTICLE I.
NAME
The Corporation's name is"FRIENDS OF CORPUS CHRISTI MARINA,INC."
ARTICLE II.
NON-PROFIT CORPORATION
The Corporation is a non-profit corporation. When it dissolves,all of its assets will be
distributed to an organization exempt from taxes under Section 501 of the Internal Revenue
Code for one or more purposes exempt from franchise taxation under Texas law or,
alternatively,to the State of Texas.
ARTICLE III.
DURATION
The Corporation's period of duration shall be and is perpetual.
ARTICLE IV.
PURPOSES
The Corporation's purpose for organizing is to perform charitable,civic,educational,
social,and other services within the meaning of Title 1,Chapter 2,or Title 2,Chapter 22 of
the Texas Business Organizations Code, Section 11.18(c) of the Texas Tax Code, and as
defined in Section 501(c)(3) of the United States Internal Revenue Code.
ARTICLE V.
POWERS
The Corporation has all the powers provided by its Articles of Formation and Bylaws,
together with all the powers provided by the Texas Business Organizations Code, to the
extent they do not conflict with the Corporation's Articles of Formation and Bylaws.
Additionally, the Corporation has all implied powers necessary and proper to carry out its
express powers.The Corporation may reasonably compensate members,directors,or officers
for services rendered to or for the Corporation in furtherance of one or more of its purposes.
ARTICLE VI.
RESTRICTIONS AND REQUIREMENTS
The Corporation may not pay dividends or other corporate income to its members,
directors, or officers, or otherwise accrue distributable profits, or permit the realization of
private gain. The Corporation may not take any action prohibited by the Texas Business
Organizations Code. The Corporation may not engage in any activities, except to an
insubstantial degree,that do not further its purposes as set forth in these Articles.
In addition,the Corporation may not take any action that would be inconsistent with
the requirements for a tax exemption under Internal Revenue Code Section 501(c)(3) and
related regulations, rulings, and procedures. Nor may it take any action that would be
inconsistent with the requirements for receiving tax-deductible charitable contributions under
Internal Revenue Code Section 170(c)(2) and related regulations,rulings, and procedures.
Regardless of any other provision in these Articles of Formation or state law,the Corporation
may not:
A. Engage in activities or use its assets in manners that do not further one or more
exempt purposes, as set forth in these Articles and defined by the Internal
Revenue Code and related regulations, rulings, and procedures, except to an
insubstantial degree.
B. Serve a private interest other than one clearly incidental to an overriding public
interest.
C. Devote more than an insubstantial part of its activities to attempting to
influence legislation by propaganda or otherwise, except as provided by the
Internal Revenue Code and related regulations, rulings, and procedures. ,
1
-2- ,
. I
D. Participate in or intervene in any political campaign on behalf of or in
opposition to any candidate for public office.The prohibited activities include
publishing or distributing statements and any other direct or indirect campaign
activities.
E. Have objectives characterizing it as an"action organization"as defined by the
Internal Revenue Code and related regulations,rulings, and procedures.
F. Distribute its assets on dissolution other than for one or more exempt purposes.
On dissolution, the Corporation's assets will be distributed to the state
government for public purpose,or to an organization exempt from taxes under
Internal Revenue Code Section 501(c)(3)to be used to accomplish the general
purposes for which the Corporation was organized.
G. Permit any part of the Corporation's net earnings to inure to the benefit of any
private member of the Corporation or any private individual.
H. Carry on an unrelated trade or business,except as a secondary purpose related
to the Corporation's primary, exempt purposes.
In addition, the Corporation shall make distributions at such times and in such
manners as to avoid the tax under Internal Revenue Code Section 4942. The Corporation
may not:
A. Engage in any act of self-dealing as defined in Section 4941(d)of the Internal
Revenue Code.
B. Retain excess business holdings as defined in Section 4943(c)of the Internal
Revenue Code.
C. Make any investment that would subject it to the tax described in Section 4944
of the Internal Revenue Code.
D. Make any taxable expenditures as defined in Section 4945(e) of the Internal
Revenue Code.
I
1
I
-3-
ARTICLE VII.
MEMBERSHIP
The Corporation will not have members. The Corporation's Board of Directors shall
have the exclusive right to amend,alter or repeal the Articles of Formation and Bylaws and
to manage the Corporation's business,operations, and affairs.
ARTICLE VIII.
BOARD OF DIRECTORS
The Corporation's management shall be solely vested in a Board of Directors. The
Board of Directors shall consist of not less than three directors,the total number of directors
to be fixed in the Bylaws of the Corporation. The Bylaws of the Corporation may provide for
two or more classes of directors. The qualifications,manner of selection,duties,terms,and
other matters relating to the Board of Directors shall be provided in the Bylaws of the
Corporation.
The initial Board of Directors shall consist of five (5) persons. The names and
addresses of those persons who are appointed as directors to serve as members of the initial
Board of Directors until their successors are duly elected and qualified are as follows:
Roy L.Pell 4514 Corona Drive
Corpus Christi, Texas 78411
Robert Vega 2202 Woodcrest
Corpus Christi, Texas 78418
Dan S.Lyendecker 89 Navigation
Corpus Christi,Texas 78408 '
Rakesh M.Patel 13773 Eaglesnest Bay Drive
Corpus Christi, Texas 78418
Robert Cagle 6322 Grandvilliers
Corpus Christi,Texas 78414
-4-
ARTICLE IX.
LIMITATION ON LIABILITY OF DIRECTORS AND OFFICERS
A director and officer is not liable to the Corporation for an act or omission in the
director's/officer's capacity as director/officer except to the extent provided by a statute of
the State of Texas.
ARTICLE X.
INDEMNIFICATION
The Corporation may indemnify a person who is threatened to be made,or is made,a
named defendant or respondent in litigation or other proceedings because the person is or
was a director,officer or other person related to the Corporation. As provided in the Bylaws
of the Corporation,the Board of Directors shall have the power to define the requirements
and limitations for the Corporation to indemnify directors,officers,or other persons related
to the Corporation.
ARTICLE XI.
CONSTRUCTION
All references in these Articles of Formation to statutes,regulations,or other sources
of legal authority shall refer to the authorities cited, or their successors, as they may be
amended from time to time.
ARTICLE XII.
INITIAL REGISTERED OFFICE AND AGENT
Mr.Roy L.Pell. is the Corporation's initial registered agent. The Corporation's initial
registered office is located at 4514 Corona Drive, Corpus Christi, Nueces County, Texas
78414.
ARTICLE XIII.
ORGANIZER
Roy L.Pell is the Corporation's organizer. His address is 4514 Corona Drive,Corpus
Christi,Nueces County,Texas 78414.
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ARTICLE XIV
EFFECTIVENESS OF FILING
This document becomes effective when the document is filed by the Secretary of
State.
IN WITNESS WHEREOF, I have hereunto set my hand this /al day of
2009.
Roy L. Pell, Incorporator
ACKNOWLEDGMENT
STATE OF TEXAS §
COUNTY OF NUECES §
BEFORE ME,the undersigned authority,on this day personally appeared Roy L.Pell
known to me to be the person whose name is subscribed to the foregoing instrument, and
acknowledged to me that she executed the same for the purposes and consideration therein
expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this /.7 day of
—jTWteA 2009.
CAYt1E B. HOLLOWAY
Notary Public,State of Texas Notary blic, tate of TEXRS
My Commission Expires
Vii;' March 24,2010
-6-
Form 424 This space reserved for office use.
(Revised 12109)
Submit in duplicate to: FILED
Secretary of State In the o0f Sl fate 01!oI+Te G tiro
P.O.Box 13697 Secretary
Austin,TX 78711-3697 Certificate of Amendment APR 01 tali
512 463-5555
FAX: 512/463-5709 Corporations Section
Filing Fee:See instructions
Entity information
The name of the filing entity is:
Friends of Corpus Christi Marina Inc.
State the name of the entity as'cun-ently shown in the records of the secretary of hate. If the amendment changes the name
of the entity,state the old name and not the new name.
The filing entity is a:(Select the appropriate entity type below.)
❑For-profit Corporation ❑Professional Corporation
❑✓ Nonprofit Corporation ❑Professional Limited Liability Company
❑Cooperative Association ❑Professional Association
❑Limited Liability Company ❑Limited Partnership
The file number issued to the filing entity by the secretary of state is: 801108964
The,date-of•fonmation.of the.ent%ty.is:.: 3/31/2009
Amendments
1. Amended Name
(lf the purpose of the certificate of amendment is to change the name of the entity.use the following slatement)
The amendment changes the certificate of formation to change the article or'provision that hatites the
filing entity.The article or provision is amended to read as follows:
The name of the filing entity is:(state the new name of the entity below)
The nine of the entity must contain an organizational d6sig iation or accepted abbreviation of such term;as applicable.--
2. Amended Registered Agent/Registered Office
The amendment changes the certificate of formation to change the article or provision stating the
name of the registered agent and the registered office address of the filing entity. The article or
provision is amended;to read as follows:.
.t.i � ;s :��:. .:•��� : t.:. llt; P �,r .. ,�f.i. e.�.; ..Y. :�. -�.:I J';l,•r�....... _..�__.._..—.....__t
. .. . Y ECEIVED
Form 424 t ;• ., t ;' `
6
.APR -12019
secretary of State
Registered Agent
(Complete either A or B,but not both.Also complete C.)
❑ A. The registered agent is an organization(cannot be entity named above)by the name of:
OR
❑ B. The registered agent is an individual resident of the state whose name is:
I-Trs►Name ALI. L=t Name snirix
The person executing this instrument affirms that the person designated as the new registered agent
has consented to serve as registered agent.
C. The business address of the registered agent and the registered office address is:
TX
Sheet Address(No P.O.Bar) 001 Stare Zip Code
3. Other Added,Altered,or Deleted Provisions
Other changes or additions to the certificate of formation may be made in the space provided below. If the space provided
is insufficient,incorporate the additional text by providing an attachment to this form. Please read the instructions to this
form for further information on format.
Tent Area(The attached addendum,if any,is incorporated herein by reference.)
R/1 Add each of the following provisions to the certificate of formation. The identification or
reference of the added provision and the full text are as follows:
Friends of Corpus Christi Marina Inc.is organized exclusively for charitable,religious,educational,and
scientific purposes,including,for such purposes,the making of distributions to organizations that qualify as
exempt organizations under section 501 (c)(3)of the Internal Revenue Code,or corresponding section of any
future federal tax code.
❑Alter each of the following provisions of the certificate of formation. The identification or
reference of the altered provision and the full text of the provision as amended are as follows:
Delete each of the provisions identified below from the certificate of formation.
Statement of Approval
The amendments to the certificate of formation have been approved in the manner required by the
Texas Business Organizations Code and by the governing documents of the entity.
Form 424 7
Effectiveness of Filing(select either A.B.or C.)
A.[]J This document becomes effective when the document is filed by the secretary of state.
13.0 This document becomes effective at a later date,which is not more than ninety(90)days from
the date of signing. The delayed effective date is:
C.❑This document takes effect upon the occurrence of a future event or fact,other than the
passage of time. The 90'h day after the date of signing is:
The following event or fact will cause the document to take effect in the manner described below:
Execution
The undersigned signs this document subject to the penalties imposed by law for the submission of a
materially false or fraudulent instrument and certifies under penalty of perjury that the undersigned is
authorized under the provisions of law governing the entity to execute the filing instrument.
Date: 3/30/2011
Bv:
Sigtature of a thoriz person
Roy L.Pell
Printed or typed name or authorized person(see instructions)
Form 424 $
•? 00007963802 Filing Number: 801108964
TX2010 TEXAS FRANCHISE TAX PUBLIC INFORMATION REPORT
Ver.1.0 05-102 To be filed by Corporations,Limited Liability Companies(LLCS)and Financial Institutions N
(9-09!28) This report MUST be signed and filed to saftV franchise tax requirements o
n T`ocle 13196
■Taxpayer number ■Report year You have certain rights under Chapter 552 and 559,Government Code, ti1
0
to review,request,and correct Information we have on file about you.
13646537590 I 12010 Contact us at:(512)483-4800,or(800)252-1381,toll free nationwide.
Taxpayer name
FRIENDS OF CORPUS CHRISTI MARINA, INC.
Mailing address Secretary or
4 514 CORONA DR Itr
City Corpus Christi I't� TX 171tf IPlusa 10801108964
! ❑ Check box if there are currently no changes from previous year;if no information is displayed,complete the applicable information in Sections A,9 and C.
1Principal office
(Principal place of business
Officer,director and memberinformation is reported as of the date a Public Information
Please slan below! Report is completed.The information is updated anouallyas part of the franchise tax
-
reparL There Is no requirement or procedure for supplementing the Information as
officers,directors,or members change throughout the year.
i
SECTION A Name,title and mailing address of each officer,director or member. 1364653759010
Name Title Director m m d d y y
ROY L PELL I ❑YES Term 1
expiration
{. Mathng address City State ZIP code
4514 CORONA DRIVE Corpus Christi TX 178411
Name Title Director m m d d y y
Term
❑YES expiration 1
j Mailing address City State (ZIP code
! Name Title Director m m d d y y
Term
YES expiration 1
! Mailing address City State 1ZIP code
I
SECTION B Enter the information required for each corporation or LLC,if any,in which this entity owns an interest of ten percent(10%)or more.
! IName of owned(subsidiary)corporation or limited liability company (State of formation 1Texas SOS file number,if any 1Pementage of Ownership I
i ONE
Name of owned(subsidiary)corporation or limited liability company 1State of formation 1Texas 808 file number,if any 1Percentage of Ownership
ONE
1 SECTION C Enter the information required for each corporation or LLC.If any,that owns an interest often percent(10%)or more in this entity
or limited liability company.
I (Name of owned(parant)corporabon or limited liability company 1State of formation 1Texas SOS file number,if any 1Percentage of Ownership
i
! Registered agent and registered office currently an file.(bas Instructions if you need to make changes) Check box if you need forms to change
Agent:ROY L PELL ❑ the registered agent ar registered office information.
OMCe:4514 CORONA DRIVE Wpus Christi 1rX
1 The Above Information 13 required by Section 171.203 of the Tax Code tar each corporation or limited liability company that files a Texas Franchise Tax Report.Use additional shoots
tar Sections A,B.and C.if necessary.The information will be available for public inspection.
! `l declare that the information In this document and any attachments is true and correct to the best of my knowledge and belief,as of the data below,and thata copy of this ropart has
been mailed to each parson named in this report who is an officer,director or memberand who is not currently employed by this,or a related,corporation or limited liability tympany.
Sign Ti Ar aeodeandphenenumber
j here�� I
i
VEIDE I❑I PIR IND I ❑ I
mill All lit�, k �y i ; IIIIII[I11IIIII11[1111II11IllI[II1111111II11
1043
MINUTES
Regular Meeting
Marina Advisory Committee
Monday, March 2, 2009
Members Present: Robert Cagle (3), Dan Leyendecker (2), Rakesh Patel (3), Roy Pell and Dr.
Robert Vega (1)
Members Absence: John Adams (2), Marie Adams (4), Nils Stolzlechner(3) and Hal Suter (1)
Staff Present: Peter M. Davidson, Marina Superintendent and Benita Brunner, Management
Aide
Call to Order: Chairman Pell called the regular meeting of the Marina Advisory Committee to
order at 5:30 p.m.
Action on Minutes: The motion was made by Mr. Leyendecker, seconded by Dr. Vega, to
approve the Minutes from the 02102/09 Regular Meeting as presented. The motion passed
unanimously.
Presentations and/or Public Comment:
Boating Access & Conference — Mr. Davidson commented about Andy Goldbloom, Texas Parks
& Wildlife having been instrumental in procuring up to $3.5 Million in grants beriefitting the
Marina (Dock E, Lawrence Street Boaters' Facility, etc.). Mr. Goldbloom commented on the
Marina being showcased during several national conferences to be held locally; distributed "save
the date" postcards for the 2009 SOBA Conference (09/28-10101/09) which will be attended by
boating experts and representatives, etc. at the Omni Marina Tower which will be well attended
by boating experts and representatives, etc.
Discussion Items and Possible Action Thereto:
Formation of the "Friends- of the Marina" — Chairman Pell reported that: he met with Greg
Perkes regarding details about forming the 5 01(c)(3)corporation; the Board of Directors will be
comprised of five members; the purposes of the corporation is to support the Marina via
whatever course of action the Board directs, initially to have a tax deductible entity through
which to solicit funds/donations for construction of a new, permanent Marina Office but the
purpose is not going to be that specific but rather left open/broad to give much latitude as to what
might be considered in the future; it will take about $500 (from B. B. King Concert proceeds) in
attorney/CPA fees to get forms from/to the State,Federal Government and IRS; once corporation
papers are set up/accepted by the State and the 501(c)(3) designation is received from the IRS,
the bank account can be established and funds remaining from the B. B. King,concert transferred
into that bank account; hopes to have an initial organization meeting very soon at which time the
Attorney, Mr. Perkes will present a set of Bylaws, officers will be elected and the minutes taken;
being on the Board being determined to be a conflict of interest, Mr. Davidson will remain
involved as an advisory member; the Corporation will not come under any other City purview
Marina Advisory Committee -I- March 2,2009
and can bring items before the this Committee for information purposes. Chairman Pell asked
and Mr. Cagle agreed to serve on the Board of Directors.
Chairman Pell commented on his working toward another opportunity for the Marina to benefit
from a concert at the American Bank Center perfon-ned by George Jones and Merle Haggard on
Fathers Day.
Committee Reports: None offered,
Director's Report:
Marina Revenues/Expenditures/Occupancy — Mr. Davidson reported: the Marina's doing well
overall; working through lease negotiations with Landry's; working an RFP for a restaurant
business on the Peoples Street T-Head; slip rentals going well considering the special offers for
executing a new lease; from 02/08-02/09, 148 new leases having been executed; occupancy
doing well; Marina Staff four members short; having tightened down on expenditures; Yachting
Center leasing 15 slip for boats and it's new barge office; on Texas International Boat Show;
about Councilman McCutcheon's assistance in the Marina's receiving $20,000 from the General
Fund for marketing; Marina being advertised in the April 2009 issue of Boat US Magazine
distributed to 655,000 boaters.
Request for Info rmation/Agenda Items: Boat Show update.
Confirmation of Next Meeting: April 6, 2009
Adjournment: As there was no further business, the meeting_was adjourned at 6:15 p.m.
Peter M, Davidson
Marina Superintendent
.Marina Advisory Committee -2- March 2,2009