11/19/1998-4A-Minutes-RegularMINUTES: 4A CORPORATION
NOVEMBER 19, 1998
PRESENT: Garland Thornton, Carroll McNeill, Frank Ballard, Mike James, And Joe
Skiles.
OTHERS
PRESENT: City Administrator Jack Smith, City Secretary Rose Chavez, Administrative
Assistant Samantha Renz
1. Discuss and Possible Action on Appointment of Officers.
Mr. Smith indicated as soon as the board decided exactly what they wanted in the by-
laws, he would make the corrections and give the members corrected sets.
Mr. Smith proceeded to discuss the by-laws, he addressed the following items:
A) Section 3.01 -The Corporation shall have no members or issue any stock.
B) Items discussed in Section IV:
1) 4.03 -term of office shall be at the pleasure of the City Council, and vacancies
shall be filled by the City Council. There is not a length of time for this
corporation.
2) 4.05 -meeting time was discussed. By-laws indicated regular meetings shall
be held the fourth Monday of each month at 7:00 p.m.
Mr. Smith indicated everything the Board does is subject to the requirements
of the Texas Open Meetings Act.
3) 4.08 -Mr. Smith addressed the issue of conflicts ofinterest, and expressed the
importance of not voting if there might possibly be a conflict.
C) Items discussed in Section V:
1) 5.01 -Mr. Smith indicated any two or more offices may be held by the same
person, with the exception of the office of president. Presidents term is as long
as the board decides, a majority can vote on a new President.
2) 5.03 -The President shall conduct all meetings and sign checks.
3) 5.05 -Mr. Smith indicated minutes must be kept on all meetings since these
meetings are subject to all requirements of the Texas Open Meetings Act. The
Secretary of the Board is not necessarily by profession a secretary. Mr. Smith
indicated in Junction, the board had hired the City Secretary to post meetings,
publish any publications, keep minutes, take care of all accounting ad
reconciliation of checking accounts. Mr. Smith indicated the special fund can
then be set up in the City's computer and the board could elect for the City
Auditor to audit the books of the corporation.
4) 5.06 -The treasurer shall be bonded.
D) Items discussed in Section VI:
1) 6.04 -checks or drafts shall be signed by any two members.
2) 6.05-Mr. Smith indicated, since these are public funds, a depository shall be
selected following the procedures and requirements as set forth in Chapter 105
of the Local Government Code or they can utilize the City's depository.
3) 6.08 -Mr. Smith indicated investments are so restricted that the board may
want to only invest in certificates of Deposit.
Mr. Smith informed the board that he bad ordered two books for each member and
when they arrive be will distribute them.
Mr. Thornton asked if this board bad the authority to borrow.
Mr. Smith indicated the 4A Board could borrow, and by borrowing they would obligate
the funds from the sales tax, they would not obligate the City.
Mr. Smith indicated the City Council will approve everything the Corporation does.
Discussion on bonds.
Mr. Smith indicated the true title of the board is Sanger Texas Industrial Corporation,
since Sanger Industrial Corporation is already on file.
Mr. Thornton asked what happens to that other board, and indicated that City Council
should take action to make that board null and void.
Discussion.
Mr. Smith proceeded to advise the board that he was considered the Registered Agent
of the corporation, all paperwork and correspondence will come to him and he will
make sure the board members receive it.
Board members proceeded to elect officers.
Garland Thornton placed nominated Joe Skiles for President.
Frank Ballard Seconded.
Motion Carried Unanimously.
Discussion on other appointments.
Carroll McNeill nominated Frank Ballard for Vice President and Garland Thornton
for Secretary/freasurer.
Mike James Seconded.
Motion Carried Unanimously.
2. Consider and Possible Action on Proposed By-Laws.
Discussed date and time of future meetings, the board members indicated they would
like a call to remind them of the meeting.
Discussion concerning what the board can and can not do.
Mr. Smith indicated the board must focus on setting rules and then live by them.
Mr. Smith indicated the board members need to set parameters as to who they are
going to help, they need to consider how each new business will affect the economy.
Discussed the revenues that will be coming in.
Discussed bonding of treasurer.
Garland Thornton asked if it would be possible for him to contact Richard Muir
concerning a bond, in favor of the corporation, for himselfin the amount of$20,000.00.
Motion was made by Mike James that Garland Thornton approach Richard Muir
about being bonded in the amount of $20,000.00.
Carroll McNeill Seconded.
Motion was made by Garland Thornton to hold future meetings at 6:00 p.m. on the
fourth Monday of every month.
Mike James Seconded.
Brief Discussion.
Motion was made by Mike James to offer a verbal contract to one of the current City
employees to post meetings, do secretarial work, reconcile bank statements and all
necessary actions to support the board.
Carroll McNeill Seconded.
Motion Carried Unanimously.
3. Any Other Such Matters.
None.
4. Adjourn.
Motion was made by Frank Ballard to Adjourn.
Mike James Seconded.
Meeting Adjourned.
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