07/06/2000-4A-Minutes-RegularMinutes: 4A Corporation
July, 6, 2000
Members
Present: Vicki Jenkins, Carroll McNeill, Richard Muir.
Members
Abse11it: Mike James, Frank Ballard.
1. Carroll McNeill, Vice President called meeting to order.
2. Citizens input: none
3. Consider and Possible Action on Funding of Land for Economic Development Project
Wal-Mart Distribution Center.
Richard Muir made motion to reconsider the first motion because it was incomplete in
its contents and it referred to the loan only and not to the complete amount of
$1,000,000.00 and moved to rescind the motion to be replaced with the following
motion. That the 4A Board convey and give $1,000,000.00 to Wal-Mart Corporation,
purpose being to apply toward the purchase of real estate, and that the amount of
$150,000.00 come from funds currently in the bank account and the remaining
$850,000.00 come from a loan negotiated from Guaranty National Bank with the terms
being at 15 years amortization prime rate minus 2.8%, currently at 6.8%.
Collateral of the loan will be a pledge of monies to be received from 4A funds. First
lien evidenced by Security Agreement and UCC-1 filing on 4A sales tax funds.
Vicki Jenkins Seconded.
Motion Carried unanimously.
Voting for: Vicki Jenkins, Richard Muir, Carroll McNeill.
4. Consider and Possible Action on Resolution for the Borrowing of Funds for the
Economic Development Project Wal-Mart Distribution Center.
Discussion.
Richard Muir again reaffirmed that prior to the last meeting the City and the Bank
checked with the situation concerning himself and Vicki Jenkins being affiliated with
the Bank and it was determined it was not a conflict of interest as stated by City
Attorney for them to act on behalf of 4A Board in regards to the resolution to the loan
from the Bank.
Richard Muir made the motion to approve Resolution 07 /06/00 4A.
Vicki Jenkins indicated a change needed to be made changing authorizing to
authorization.
Richard Muir then corrected the motion to include the following changes:
Change authorizing to authorization, change very to vary, nation to National, and the
top of page 2, first sentence to include 4A Industrial Development Corporation.
A RESOLUTION, AUTHORIZATION AND LOAN AGREEMENT OF THE CITY
OF SANGER, TEXAS INDUSTRIAL DEVELOPMENT CORPORATION;
AUTHORIZING THE BORROWING OF $850,000.00
Vicki Jenkins seconded the motion.
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Motion Carried unanimously.
5. Any Other Such Matters.
Jack Smith informed the 4A Board that yesterday Dr. Wolski's attorney informed him
that Dr. Wolski got this land evidently thru some kind of tax deal or swap, and in the
proceedings, in order for him not pay a disproportion amount of tax the the Board
wrote a threatening letter to condemn the land. This gave Dr. Wolski the opportunity
to dispose the land without an undue tax burden. City Manager continued and
indicated the Attorney for Dr. Wolski called him yesterday and advised the land deal
had not been signed yet and one of the things Wal-Mart had overlooked was the fact
that the land will probably be deeded to the 4A Industrial Development Corporation.
The land cannot be sold directly to Wal-Mart if the 4A Board was threatening
condemnation.
There will probably be another meeting scheduled as the land closing gets closer
because it may be that Wal-Mart may have to give the 4A Board their portion of the
money and the 4A Board then buys the land.
The land will pass to 4A Board then to Wal-Mart.
Jack Smith indicated this is not uncommon.
Discussion on the letter written by 4A Board to Dr. Wolski.
City Manager, Jack Smith informed the Board that the letter was drafted by the
Attor·ney.
Vicki Jenkins asked if there was a contract to purchase the land and if there was a title
company involved?
Jack Smith indicated there was not a contract price that he knew of and he did not
know if there was a title company.
Vicki Jenkins asked that if 4A Board is buying the land there needs to be a contract
price and a title company involved.
Jack Smith indicated that the 4A Board needs to first get it resolved with the attorney
for Dr .. Wolski and the attorney for Wal-Mart as to who is buying the land.
Discussion:
Richard Muir asked what was the situation that brought the recent change between the
last two days that caused them to say this was a tax implication. Jack Smith indicated
Wal-Mart's intention was to purchase the land and a check from the 4A Board would
be written to Wal-Mart. Dr. Wolski's attorney has within the last two days advised
Wal-Mart and himself that this is not the case. The case is that the 4A Board will
purchase the land and Wal-Mart will pay above and beyond the $1,000,000.00.
Discussion was that our City attorney Louis Nichols drafted the letter.
Vicki Jenkins asked what is the purchase price.
Jack Smith indicated he does not know.
Discussion followed on the purchase price. Concern was expressed as to what was in
the letter indicated that the 4A Board was to purchase the land. The total purchase
price is not known.
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Richard Muir expressed concern in the payment of the $1,000,000.00. The Board
Members expressed that it may be the 4A Board at the title company writing them a
check.
There were issues discussed on procedures to take to make sure the steps are followed
in the sale of the land. The title fees were discussed.
Vicki Jenkins expressed that if there is a three-way transfer of the title, it could add on
about 5% and could add up to a lot of money.
Discussion Continued.
Richard Muir expressed for his part that he would like for staff to be instructed that
when this check is made out and is not yet titled in the name of Wal-Mart, and if they
have the money there, and are waiting there for two days or two weeks to close, the
check needs to be made jointly payable to them and title company who plans to handle
the closing.
Jack Smith indicated they have made it very clear to Wal-Mart and Dr. Wolski that we
are dealing with public funds, and that we are not giving any money until all the t's are
crossed and all the i's are dotted.
Discussion followed.
Adjournment.
Approved
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