HomeMy WebLinkAbout19110 RES - 12/03/1985RESOLUTION APPROVING PROJECT WITH RESPECT
TO CORPUS CHRISTI INDUSTRIAL DEVELOPMENT
CORPORATION INDUSTRIAL DEVELOPMENT
REVENUE BONDS (DURRILL AND WILLIAMS, INC.
PROJECT) SERIES 1985 AND APPROVING
RESOLUTION BY CORPUS CHRISTI INDUSTRIAL
DEVELOPMENT CORPORATION PROVIDING FOR THE
ISSUANCE OF SUCH BONDS; ALL MATTERS
RELATED THERETO; AND DECLARING AN
EMERGENCY
WHEREAS, the creation of the Corpus Christi Industrial
Development Corporation (the "Issuer") was approved by the City
of Corpus Christi, Texas (the "Unit") pursuant to the provisions
of the Development Corporation Act of 1979, Article 5190.6,
Vernon's Texas Civil Statutes, as amended (the "Act");
WHEREAS, pursuant to the Act, the Issuer, on behalf of
the Unit, is empowered to issue bonds for the purpose of
defraying the cost of any "project" defined as such by the Act;
WHEREAS, the Act defines "project" to include land,
buildings, equipment, facilities, and improvements that are (i)
located in areas designated by the Unit as blighted or
economically depressed, pursuant to the Act and the rules of the
Texas Economic Development Commission (the "Commission"), and
(ii) found by the Board of Directors of the Issuer to be required
or suitable for the promotion of commercial development and
expansion, or for use by commercial enterprises in furtherance of
the public purposes of the Act;
WHEREAS, pursuant to the Act and the rules of the
Commission, the Unit, by Resolution duly adopted on March 3,
1982, has designated a certain area within the boundaries of the
Unit as a blighted or economically depressed area (the "Eligible
Blighted Area");
WHEREAS, Durrill and Williams, Inc. (the "User") has
requested the Issuer to finance the cost of a project (the
"Project") consisting of certain land, buildings, equipment,
facilities, and improvements within the boundaries of the
Eligible Blighted Area;
WHEREAS, the Issuer has found the Project to be
required or suitable for the promotion of commercial development
and expansion, or for use by commercial enterprises in
furtherance of the public purpose of the Act;
WHEREAS, there has been presented to the City Council
of the Unit (the "Governing Body") a description of the Project,
a copy of which is attached hereto as Exhibit A.
1911 MICROFILMED
WHEREAS, pursuant to Section 103(k) of the Internal
Revenue Code of 1954, as amended (the "Code"), the Issuer will
conduct a public hearing following reasonable public notice with
respect to the captioned bonds (the "Bonds") and the captioned
project;
WHEREAS, in order to satisfy the requirements of
Section 103(k) of the Code, it is necessary for the applicable
elected representative of the Unit to approve the Bonds after the
public hearing is conducted;
WHEREAS, Section 25(f) of the Act requires that the
governing body of the Unit approve the resolution of the Issuer
providing for the issuance of the bonds no more than 60 days
prior to the delivery of the Bonds; and
WHEREAS, it is deemed necessary and advisable that this
Resolution be adopted;
THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF CORPUS CHRISTI, TEXAS THAT:
Section 1. Based upon the representations made to the
Governing Body by the User, it appears and the Governing Body
hereby finds that:
A.
The Project will contribute significantly
to the fulfillment of the redevelopment
objectives of the Unit for the Eligible
Blighted Area; and
B. The Project is in furtherance of the
public purposes of the Act.
Therefore, pursuant to Rule 107.2(b)(9)(A)(iv)(II) of the
Commission, the Governing Body approves the Project in
substantially the form set forth in the description of the
Project attached hereto as Exhibit A.
Section 2. The Resolution Authorizing the Issuance of
Corpus Christi Industrial Development Corporation Industrial
Development Revenue Bonds (Durrill and Williams, Inc. Project)
Series 1985; A Loan Agreement; An Indenture of Trust; Making
certain Findings and Determinations; Authorizing the Execution of
Documents and Instruments Necessary or Convenient to Finance the
Project and Other Matters in Connection Therewith, adopted by the
Issuer on December 3, 1985 (the "Issuer Resolution"), a copy of
which is attached hereto as Exhibit B and made a part hereof for
all purposes, is hereby specifically approved.
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Section 3. The Assignment pursuant to Vernon's Ann.
Civ. St. Article 5190-9 §4 to the Issuer of its allocation of the
authority of the State of Texas to issue tax-exempt private
activity bonds during the calendar year, as determined under
Section 103 of the Code, in the amount of $1,600,000 is hereby
approved.
Section 4. The approvals herein given in accordance
with Section 25(f) of the Act and the rules of the Commission,
and the approval of the applicable elected representative of the
Unit to be given in accordance with Section 103(k) of the Code,
are not to be construed as any undertaking by the Unit, and the
Bonds shall never constitute an indebtedness or pledge of the
Unit, or the State of Texas, within the meaning of any
constitutional or statutory provision, and the holder of the
Bonds shall never be paid in whole or in part out of any funds
raised or to be raised by taxation or any other revenues of the
Issuer, the Unit, or the State of Texas except those revenues
assigned and pledged by the Issuer Resolution.
Section 5. The programs and expenditures authorized
and contemplated by the Issuer Resolution are hereby in all
respects approved.
Section 6. The Mayor and City Secretary of the Unit
and the other officers of the Unit are hereby authorized, jointly
and severally, to execute and deliver such endorsements,
instruments, certificates, documents, or papers necessary and
advisable to carry out the intent and purposes of this
Resolution.
Section 7. Upon the written request of the Mayor or
five City Council members, copy attached, to find and declare an
emergency due to the immediate need for efficient and effective
administration of City affairs by approving the issuance of the
aforementioned Bonds, such finding of an emergency is made and
declared requiring suspensions of the Charter rule as to
consideration and voting upon ordinances or resolutions at three
regular meetings so that this Resolution is passed and shall take
effect upon first reading as an emergency this the 3rd day of
December, 1985.
PASSED AND APPROVED this 3rd day of December, 1985.
J
-Bni,'rrer- Junes-r-Mayar-
Jack Best, Mayor Pro Tem
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ATTEST:
Armando Chapa, 4j4etary
(SEAL)
APPROVED: `i,„/ DAY OF k€r8ER,R 1985
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EXHIBIT A
DESCRIPTION OF DURRILL AND WILLIAMS, INC. PROJECT
The Durrill and Williams, Inc. Project (the "Project") is
owned by Durrill and Williams, Inc., a Texas corporation and
shall be leased to the local Anheuser Busch distributor, Williams
Wholesalers, Inc., a Texas corporation. The site for the Project
was purchased by Durrill and Williams, Inc. on September 7, 1982.
The Project consists of construction and equipping of a 22,000
square foot refrigerated warehouse facility plus 8,000 square
feet of related office space. The Project shall also include the
construction and equipping of a 25,000 square foot loading dock,
a 3,600 square foot shop and mechanical building, a rail spur,
and related landscaping and site work.
01838-0101
A-3.
EXHIBIT B
RESOLUTION AUTHORIZING THE ISSUANCE OF CORPUS
CHRISTI INDUSTRIAL DEVELOPMENT CORPORATION
INDUSTRIAL DEVELOPMENT REVENUE BONDS (DURRILL
AND WILLIAMS, INC. PROJECT) SERIES 1985; A LOAN
AGREEMENT; AN INDENTURE OF TRUST; MAKING
CERTAIN FINDINGS AND DETERMINATIONS;
AUTHORIZING THE EXECUTION OF DOCUMENTS AND
INSTRUMENTS NECESSARY OR CONVENIENT TO FINANCE
THE PROJECT AND OTHER MATTERS IN CONNECTION
THEREWITH
WHEREAS, pursuant to the Development Corporation Act of
1979, Article 5190.6, Vernon's Texas Civil Statutes, as amended
(the "Act"), Corpus Christi Industrial Development Corporation
(the "Issuer"), on behalf of the City of Corpus Christi, Texas,
(the "Unit"), is empowered to issue bonds for the purpose of
defraying the cost of any "project" defined as such by the Act;
WHEREAS, the Act defines "project" to include land,
buildings, equipment, facilities, and improvements that are (i)
located in areas designated by the Unit as blighted or
economically depressed, pursuant to the Act and the rules of the
Texas Economic Development Commission (the "Commission"), and
(ii) found by the Board of Directors of the Issuer to be required
or suitable for the promotion of commercial development and
expansion, or for use by commercial enterprises in furtherance of
the public purposes of the Act;
WHEREAS, pursuant to the Act and the rules of the
Commission, the Unit, by Resolution duly adopted on March 3,
1982, has designated a certain area within the boundaries of the
Unit as a blighted or economically depressed area (the "Eligible
Blighted Area");
WHEREAS, Durrill and Williams, Inc., a Texas
corporation (the "User"), has requested the Issuer to finance the
cost of acquiring, constructing, reconstructing, improving, or
expanding, as the case may be, a commercial project (the
"Project") within the boundaries of the Eligible Blighted Area;
WHEREAS, pursuant to Section 103(k) of the Internal
Revenue Code of 1954, as amended (the "Code"), a public hearing,
following published public notice thereof, will be held by the
Issuer on December 12, 1985 at which time the Project and the
issuance of the Bonds will be considered; and
WHEREAS, there have been presented to the Issuer proposed
forms of each of the following:
1. Loan Agreement, dated as of December 1, 1985 (the
"Agreement"), between the Issuer and the User, including a
promissory note from the User to the Trustee in the principal
amount of the bonds (the "Note");
2. Indenture of Trust, dated as of December 1, 1985
(the "Indenture"), between the Issuer and National Bank of
Commerce of San Antonio, San Antonio, Texas (the "Trustee");
THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE CORPUS CHRISTI INDUSTRIAL DEVELOPMENT CORPORATION THAT:
Section 1. Based solely upon the representations made
to the Board of Directors (the "Board") and to the Commission by
the User, the Board hereby determines and finds that:
A.
The Project is suitable for the promotion
of commercial development and expansion and for
the use by commercial enterprises; and
B. Additionally:
(i) The Project will have an impact of
increasing employment within the Unit's
boundaries and within the Eligible
Blighted Area; and
(ii) The Project is in furtherance of the
public purposes of the Act.
Section 2. The Board hereby approves the Agreement in
substantially the form and substance presented to the Board and
the President or any Vice President is hereby authorized and
directed, for and on behalf of the Issuer, to date, sign, and
otherwise execute the Agreement, and the Secretary or any
Assistant Secretary is authorized and directed, for and on behalf
of the Issuer, to attest the Agreement, and such officers are
hereby authorized to deliver the Agreement. Upon execution by
the parties thereto and delivery thereof, the Agreement shall be
binding upon the Issuer in accordance with the terms and
provisions thereof.
Section 3. The Bonds in the aggregate principal amount
of $1,600,000 are authorized to be issued for the purpose of
paying the cost of acquiring, constructing, reconstructing,
improving, or expanding, as the case may be, the Project. The
Board hereby approves the Indenture in substantially the form and
substance presented to the Board and the President or any Vice
President is authorized and directed, for and on behalf of the
Issuer, to date, sign, and otherwise execute the Indenture and
the Secretary or any Assistant Secretary is hereby authorized to
attest the Indenture on behalf of the Issuer, and such officers
are hereby authorized to deliver the Indenture.
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Section 4. The Board hereby approves the Bonds in
substantially the form and substance set forth in the Indenture
and the President or any Vice President and the Secretary or any
Assistant Secretary are hereby each authorized and directed, for
and on behalf of the Issuer, to execute the Bonds, or have their
facsimile signatures placed upon the Bonds, and each is hereby
authorized and directed to be affixed or placed in facsimile on
the Bonds.
Section 5. The National Bank of Commerce of San
Antonio, San Antonio, Texas is hereby appointed as Trustee under
the Indenture thereby serving as Registrar and Paying Agent under
the terms of the Indenture.
Section 6. The sale of the Bonds to National Bank of
Commerce of San Antonio, San Antonio, Texas at a price of 100% of
the principal amount of the Bonds is hereby authorized and
approved.
Section 7. The President, any Vice President, or the
Secretary or any Assistant Secretary is hereby authorized to
execute and deliver to the Trustee the written order of the
Issuer for the authentication and delivery of the Bonds by the
Trustee in accordance with the Indenture.
Section 8. All action (not inconsistent with
provisions of this Resolution) heretofore taken by the Board and
officers of the Issuer directed toward the financing of the
Project and the issuance of the Bonds shall be and the same
hereby is ratified, approved, and confirmed.
Section 9. The officers of the Issuer shall take all
action in conformity with the Act necessary or reasonably
required to effectuate the issuance of the Bonds and take all
action necessary or desirable in conformity with the Act to
finance the Project and for carrying out, giving effect to, and
consummating the transactions contemplated by the Bonds, and this
Resolution, including without limitation, the execution and
delivery of any closing documents in connection with the issuance
of the Bonds.
Section 10. The officers executing the documents
approved by this Resolution are authorized to approve such
changes to said documents as are necessary and appropriate and
not contrary to the general tenor thereof.
Section 11. After any of the bonds are issued, this
Resolution shall be and remain irrepealable until the Bonds and
interest thereon shall have been fully paid or provisions for
payment shall have been made pursuant to the Indenture.
Section 12. If any section, paragraph, clause, or
provision of the Resolution shall be held to be invalid or
unenforceable, the invalidity or unenforceability of such
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section, paragraph, clause, or provision shall not affect any of
the remaining provisions of this Resolution. In case any
obligation of the Issuer authorized or established by this
Resolution or the Bonds is held to be in violation of law as
applied to any person or in any circumstance, such obligation
shall be deemed to be the obligation of the Issuer to the fullest
extent permitted by law.
PASSED AND APPROVED this 3rd day of December, 1985.
ATTEST:
Armando Chapa, Secretary
(SEAL)
01838-0101
Joe A. McComb, President
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•
Corpus Christi, Texas
3,44 day of /®.�r.4...wa.4.1- , 1985—
TO
985
TO THE MEMBERS OF THE CITY COUNCIL
Corpus Christi, Texas
For the reasons set forth in the emergency clause of the foregoing ordinance
or resolution, an emergency exists requiring suspension of the Charter rule
as to consideration and voting upon ordinances or resolutions at three
regular meetings; I/we, therefore, request that you suspend said Charter rule
and pass this ordinance or resolution finally on the date it is introduced,
or at the present meeting of the City Council.
Respectfully, Respectfully,
MAYOR PRO TE
THE CITY OF CORPUS CHRISTI, TEXAS
Council Members
The above ordinance was passed by the following vote:
Luther Jones
Dr. Jack Best
David Berlanga, Sr.
Leo Guerrero
Joe McComb
Frank Mendez
Bill Pruet
Mary Pat Slavik
Linda Strong
19110