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06/04/2024-4A-Agenda Packet-Regular4A INDUSTRIAL DEVELOPMENT BOARD MEETING AGENDA JUNE 04, 2024, 6:00 PM 4A INDUSTRIAL DEVELOPMENT BOARD REGULAR MEETING DEVELOPMENT SERVICES BUILDING - 201 BOLIVAR STREET, SANGER, TEXAS 76266 CALL THE REGULAR MEETING TO ORDER AND ESTABLISH A QUORUM INVOCATION AND PLEDGE CITIZENS COMMENTS This is an opportunity for citizens to address the Board on any matter. Comments related to public hearings will be heard when the specific hearing begins. Citizens are allowed 3 minutes to speak. Each speaker must complete the Speaker’s Form and include the topic(s) to be presented. Citizens who wish to address the Board with regard to matters on the agenda will be received at the time the item is considered. The Board is not allowed to converse, deliberate or take action on any matter presented during citizen input. CONSENT AGENDA All items on the Consent Agenda will be acted upon by one vote without being discussed separately unless requested by a Board member to remove the item(s) for additional discussion. Any items removed from the Consent Agenda will be taken up for individual consideration. 1. Consideration and possible action 4A minutes from 04-02-2024. DISCUSSION ITEMS 2. Workforce Development Program. ACTION ITEMS 3. Consideration and possible action on the 4A Fiscal Year 2024-2025 Budget. 4. Consideration and possible action on the Sanger Industrial Development Corporation updated Bylaws. REPORTS Staff Reports are for discussion only. No action may be taken on items listed under this portion of the agenda. 5. Financial Reports. 1 6. Director’s Report. FUTURE AGENDA ITEMS The purpose of this item is to allow the President and Board members to bring forward items they wish to discuss at a future meeting, A Board member may inquire about a subject for which notice has not been given. A statement of specific factual information or the recitation of existing policy may be given. Any deliberation shall be limited to a proposal to place the subject on an agenda for a subsequent meeting. Items may be placed on a future meeting agenda with a consensus of the Board or at the call of the President. ADJOURN NOTE: The Board reserves the right to adjourn into Executive Session as authorized by Texas Government Code, Section 551.001, et seq. (The Texas Open Meetings Act) on any item on its open meeting agenda in accordance with the Texas Open Meetings Act, including, without limitation Sections 551.071-551.087 of the Texas Open Meetings Act. CERTIFICATION I certify that a copy of this meeting notice was posted on the bulletin board at City Hall that is readily accessible to the general public at all times and was posted on the City of Sanger website on May 29, 2024, at 3:30 PM /s/ Stefani Dodson Stefani Dodson, Secretary The Historical Church is wheelchair accessible. Request for additional accommodations or sign interpretation or other special assistance for disabled attendees must be requested 48 hours prior to the meeting by contacting the City Secretary’s Office at 940.458.7930. 2 4A INDUSTRIAL DEVELOPMENT BOARD COMMUNICATION DATE: June 4, 2024 FROM: Shani Bradshaw, Director of Economic Development AGENDA ITEM: Consideration and possible action 4A minutes from 04-02-2024. SUMMARY: Consideration and possible action on 4A minutes from 04-02-2024. FISCAL INFORMATION: Budgeted: NA Amount: NA GL Account: NA RECOMMENDED MOTION OR ACTION: Staff recommends approval. ATTACHMENTS: 4A minutes from 04-02-2024. 3 Item 1. 4A Minutes 04-02-24 Page 1 of 2 4A INDUSTRIAL DEVELOPMENT BOARD MEETING MINUTES APRIL 2, 2024, 6:00 PM 4A INDUSTRIAL DEVELOPMENT DEVELOPMENT SERVICES BUILDING - 201 BOLIVAR STREET, SANGER, TEXAS 76266 CALL THE REGULAR MEETING TO ORDER AND ESTABLISH A QUORUM As there was a quorum Board Member Kundrock called the meeting to order at 6:00 P.M. BOARD MEMBERS PRESENT Board Member, Place 1 Chris Kundrock Board Member, Place 2 Sue Allison Board Member, Place 3 Shannon Gann Board Member, Place 4 Nancy McAlister BOARD MEMBERS ABSENT Board Member, Place 5 Drew Hall STAFF MEMBERS PRESENT Director of Economic Development Shani Bradshaw, and Secretary Shelley Warner. INVOCATION AND PLEDGE Board Member Kundrock gave the Invocation and led the Pledge of Allegiance. CITIZENS COMMENTS No citizens came forward to speak. CONSENT AGENDA 1. Consideration and possible action on 4A minutes from 02/06/2024. Motion to approve the consent agenda was made by Board Member McAlister, Seconded by Board Member Gann. Voting Yea: Board Member Kundrock and Board Member Allison. The motion passed unanimously. 4 Item 1. 4A Minutes 04-02-24 Page 2 of 2 ACTION ITEMS 2. Consideration and possible action on a strategic plan. Director Bradshaw discussed the item. The board recommended moving forward with a strategic plan. Motion to approve the item was made by Board Member McAlister, Seconded by Board Member Gann. Voting Yea: Board Member Kundrock and Board Member Allison. The motion passed unanimously. DISCUSSION ITEMS 3. Discussion on future Board meeting dates. Director Bradshaw discussed the item. The board recommended amending the bylaws to change the meeting dates to every other month. Director Bradshaw will present the amendment at the next meeting. 4. Discussion on the 4A Fiscal Year 2024-2025 Budget. Director Bradshaw presented the item and made recommendations. Director Bradshaw will bring examples to the next meeting. REPORTS 5. Financial Reports. Director Bradshaw goes over the financial report. 6. Director’s Report. Director Bradshaw provides an update. FUTURE AGENDA ITEMS No items were discussed. ADJOURN As there were no further items on the agenda Board Member Kundrock adjourned the meeting at 6:52 PM. 5 Item 1. 4A INDUSTRIAL DEVELOPMENT BOARD COMMUNICATION DATE: June 4, 2024 FROM: Shani Bradshaw, Director of Economic Development AGENDA ITEM: Workforce Development Program. SUMMARY:  Overview of the Career and Technical Education Program offered through the Sanger Independent School District and discuss funding opportunities. FISCAL INFORMATION: Budgeted: NA Amount: NA GL Account: NA RECOMMENDED MOTION OR ACTION: NA ATTACHMENTS: 6 Item 2. 4A INDUSTRIAL DEVELOPMENT BOARD COMMUNICATION DATE: June 4, 2024 FROM: Shani Bradshaw, Director of Economic Development AGENDA ITEM: Consideration and possible action on the 4A Fiscal Year 2024-2025 Budget. SUMMARY:  Office supplies increased by $200 to accommodate a new staff member.  Computer Hardware and Software increased by $1,255 to replace one desktop computer, update software, and accommodate adding a staff member.  Dues and Subscriptions increased by $2,000 for Placier.ai, a marketing and economic development analytic tool.  $500 for Furniture & Fixtures is to accommodate adding new staff.  Legal Services increased to $10,000 to accommodate for future legal expenses.  The $80,000 increase in Professional Services is for an Economic Development Strategic Plan and a Target Industry Study. FISCAL INFORMATION: Budgeted: NA Amount: NA GL Account: NA RECOMMENDED MOTION OR ACTION: APPROVE the 4A FY 2024-2025 Budget ATTACHMENTS: 4A Budget FY 2024-2025 4A Revenue Expenditures Line Items 7 Item 3. Page 1 of 2 Sanger Industrial Development (4A) - Revenue and Expenditure Line Items Estimated Revenues 4A Sales Tax – Projected income from sales tax for twelve (12) months. Interest Income. Funds Available – Funds available from Checking, Money Market, and Investment Accounts. Expenditures Salaries and Benefits – Salaries, Vacation Compensation, Longevity Pay, Auto Allowance, Cell Phone Allowance, Retirement, Health Insurance, Workers Comp, Unemployment. Office Supplies – Copier paper, laser cartridges, and other general supplies for day-to-day operations. Computer Hardware – Computer hardware and accessories. Computer Software – Annual website licenses, software updates, hosting, and troubleshooting. Food – Board meetings and prospects. Postage – Postage expenses for mailings Marketing/Promotions – 10% of 4A tax proceeds (allowed by law). Ads for specific publications (DRC Relocation Guide, DRC Economic Development Guide, Go Big Texas, RED Journals Economic Guide), billboards, sponsorships, marketing materials, special events, public and legal notices, maps, photos, and promotional items for trade shows and recruitment efforts. Recruitment efforts with organizations such as the International Council of Shopping Centers (ICSC); Team Texas, Texas ED Connection, the State of Texas, North Texas Commercial Association of Realtors (NTCAR), and others. Business Retention Program – Small business workshops, welcome letters to new businesses, quarterly newsletters and online information, business surveys, lunches with local businesses, business roundtables, business recognition awards, and workforce development. Dues and Subscriptions – Including, but not limited to cost of membership fees for the International Council of Shopping Centers (ICSC), Dallas Chamber, Texas Economic Development Council (TEDC), Southern Economic Development Councils (SBEDC), Team Texas, International Economic Development Council (IEDC); Sanger Chamber, Denton Chamber, Zoom Prospector, Placer.ai, EDOQI (CRM Tool), REsimplifi, Magazine/Professional Subscriptions, and Biznow. 8 Item 3. Page 2 of 2 Conferences and Training – Conferences, tradeshow registration, and attendance with organizations such as, but not limited to, the following: the Texas Economic Development Council (TEDC); International Economic Development Council (IEDC); Southern Economic Development Council (SBEDC); Society of Industrial and Office Realtors (SIOR); Industrial Asset Management Council; also includes local and regional conferences that arise. Travel and related expenses, such as airfare, hotel, and per diem or other travel-related cost. This would be for travel related to, but not limited to, conferences, tradeshows, recruitment efforts, and marketing trips. This item also includes prospect hosting (cost of travel, rental car, lodging, food, and entertainment for prospects). Furniture and Fixtures – Cost of new or replacement of office furniture. Office Machine Lease – Copier and Printer. Legal Expenses – Legal consultation services, research, opinions, agreements, etc. Professional Service – The SIDC contracts various services with professionals and firms for specific projects and tasks, such as strategic planning, engineering, research, study for prospects, utility studies, or other studies that may arise that are needed for economic development. (Marketing analysis, trade area, and demographic reports, Survey Monkey, maps, and charts, current demographics, and projections needed for brokers and developers.) Technical Support – Maintenance of computer systems and office network. Capital Request – CO Debt Payment – 9 Item 3. 4A REVENUES 2021-22 2022-23 2024-25 ACTUAL ACTUAL BUDGET Y-T-D PROJECTED REQUESTED AMOUNT % 00-4325 STATE SALES TAX 718,151 784,551 875,000 366,266 879,038 900,000 25,000 2.86% 00-4446 GRANT REVENUE 5,000 15,040 0 0 0 0 0 #DIV/0! 00-4800 INTEREST INCOME 28,844 67,770 40,000 35,223 84,534 50,000 10,000 25.00% 00-4910 MISC. INCOME - 4A 0 0 0 0 0 0 #DIV/0! TOTALS 751,995 867,361 915,000 401,489 963,572 950,000 35,000 3.83% GENERAL LEDGER ACCOUNT 2023-24 VARIANCE 10 Item 3. 4A EXPENDITURES 2021-22 2022-23 2024-25 ACTUAL ACTUAL BUDGET Y-T-D PROJECTED REQUESTED AMOUNT % 52-SUPPLIES & MATERIALS 46-5210 OFFICE SUPPLIES 598 497 500 96 231 700 200 40.00% 46-5213 COMPUTER HARDWARE 0 990 1,000 33 78 2,255 1,255 125.50% 46-5214 COMPUTER SOFTWARE 0 4,000 3,500 0 0 4,000 500 14.29% 46-5215 FOOD 0 0 200 0 0 200 0 0.00% 46-5220 POSTAGE 6 6 50 0 0 50 0 0.00% 46-5226 MARKETING & PROMOTION 14,718 19,000 50,000 4,996 11,991 25,000 (25,000)-50.00% 46-5227 BUSINESS RETENTION EXPANSION 0 0 10,000 0 0 10,000 0 0.00% 46-5235 DUES & SUBSCRIPTIONS 2,187 9,526 10,000 4,450 10,679 12,000 2,000 20.00% 46-5240 CONFERENCES & TRAINING 3,229 1,753 10,000 683 1,638 10,000 0 0.00% 46-5285 FURNITURE & FIXTURES 0 0 0 0 0 500 500 #DIV/0! 53 - MAINTENANCE & OPERATIONS 46-5332 OFFICE MACHINE LEASE 730 682 900 310 744 900 0 0.00% 54-CONTRACT SERVICES 46-5425 LEGAL SERVICES 0 0 1,000 0 0 10,000 9,000 900.00% 46-5430 PROFESSIONAL SERVICES 12,500 8,238 23,000 50 120 103,000 80,000 347.83% 46-5450 TECHNICAL SUPPORT 0 0 1,000 0 0 1,000 0 0.00% 46-5452 WEBSITE 6,188 6,080 0 0 0 0 #DIV/0! 56-GRANT EXPENSES 46-5610 GRANT EXPENSES 0 0 0 0 0 100,000 100,000 #DIV/0! TOTALS 40,156.00 50,772.00 111,150.00 10,618.00 25,481.00 279,605.00 168,455.00 151.56% 52-SUPPLIES & MATERIALS 20,738.00 35,772.00 85,250.00 10,258.00 24,617.00 64,705.00 (20,545)-24.10% EXPLAIN CHANGE IN SUPPLIES & MATERIALS:-24.10% 53 - MAINTENANCE & OPERATIONS 730.00 682.00 900.00 310.00 744.00 900.00 0 0.00% EXPLAIN CHANGE IN MAINTENANCE & OPERATIONS:0.00% 54-CONTRACT SERVICES 18,688.00 14,318.00 25,000.00 50.00 120.00 114,000.00 89,000 356.00% EXPLAIN CHANGE IN SUPPLIES & MATERIALS:356.00% 56-GRANT EXPENSES - - - - - 100,000.00 100,000 #DIV/0! EXPLAIN CHANGE IN SUPPLIES & MATERIALS:#DIV/0! - - - - - - GENERAL LEDGER ACCOUNT 2023-24 VARIANCE The increase in Dues & Subscriptions is to allow for the addition of Placier.ai, a marketing and economic development tool. The cost of the service will be split between the 4B and Marketing. I have increased my computer hardware and software line items to replace one desktop computer, update software, and to accommodate the potential of adding a staff member. If person is not approved, I would request $878. I have also increased office supplies and furniture to accommodate adding a new staff member. (Computer hardware, software, office supplies and furniture expendiitures are split 50/50 with 4B.)The 4A Industrial Development Coporation is a separate legal entity from the City of Sanger and is managed by the Sanger Industrial Development Corporation Board of Directors. The SIDC has expressed interest in seeking individual attorneys or firms who specialize in economic development to represent the SIDC. The increase in legal sevices is to accomodate for future legal expenses. The increase in Professional Services is for an Economic Development Strategic Plan and a Target Industry Study. Grant Expenses will be used for a grant program designed to assist with the Sanger ISD Career & Technology Programs. 11 Item 3. 4A INDUSTRIAL DEVELOPMENT BOARD COMMUNICATION DATE: June 4, 2024 FROM: Shani Bradshaw, Director of Economic Development AGENDA ITEM: Consideration and possible action on the Sanger Industrial Development Corporation updated Bylaws. SUMMARY:  At the April 2, 2024 meeting, the board discussed meeting every 2 months instead of quarterly.  Attached are the proposed changes to Article IV Section 4.05 of the Bylaws that relate to the new meeting dates.  The City Council will also need to approve the changes. FISCAL INFORMATION: Budgeted: NA Amount: NA GL Account: NA RECOMMENDED MOTION OR ACTION: APPROVE the 4A FY 2024-2025 Budget ATTACHMENTS:  4A Bylaws 12 Item 4. Sanger Texas Industrial Development Corporation Page 1 of 11 BYLAWS OF THE SANGER TEXAS INDUSTRIAL DEVELOPMENT CORPORATION A NON-PROFIT CORPORATION SANGER, TEXAS ARTICLE I OFFICES Section 1.01 Registered Office and Registered Agent The Sanger Texas Industrial Development Corporation (“the Corporation”) shall have and continuously maintain in the State of Texas a registered office, and a registered agent whose office is identical to the registered office, as required by the Texas Development Corporation Act of 1979. The Board of Directors may, from time to time, change the registered agent and/or the address of the registered office, provided that proper notification of such change is given to the Office of the Secretary of State of Texas. The registered office of the Corporation is located at 201 Bolivar Street, Sanger, Texas 76266 and its mailing address is P.O. Box 1729, Sanger, Texas 76266. Section 1.02 Principal Office The principal office of the Corporation in the State of Texas shall be located in the City of Sanger, County of Denton, and it may be, but need not be, identical to the registered office of the Corporation. ARTICLE II PURPOSES Section 2.01 Purposes The Corporation is incorporated for the purposes set forth in its Articles of Incorporation, by the City of Sanger, Texas as its duly constituted authority and instrumentality in accordance with the Development Corporation Act of 1979, Article 5190.6, Vernon’s Ann. Civ. St., as amended (the “Act”), and other applicable laws, and organized under Section 4A of the Act. The purpose of the Corporation is to promote, assist, and enhance economic development in the City of Sanger in accordance with the Act. Any project, as defined by the Act, which shall be undertaken by the Corporation, may include the costs, maintenance, and, operating costs of such project. ARTICLE III MEMBERS Section 3.01 Members The Corporation shall have no members or issue any stock. 13 Item 4. Sanger Texas Industrial Development Corporation Page 2 of 11 ARTICLE IV BOARD OF DIRECTORS Section 4.01 Board of Directors The business and affairs of the Corporation and all corporate powers shall be exercised by or under the authority of the Board of Directors (the “Board”) of the Corporation, appointed by the governing body of the City of Sanger, and subject to applicable limitations imposed by the Act, the Articles of Incorporation, and these Bylaws. The Board may, by contract, resolution, or otherwise, give general or limited or special power and authority to the officers and employees of the Corporation to transact the general business of any special business of the Corporation, and may give powers of attorney to agents of the Corporation to transact any special business requiring such authorization. Section 4.02 Number and Qualifications The authorized number of Directors of this Board shall be five (5). The City Council shall appoint the Directors of the Corporation. Section 4.03 Term of Office Each member of the Board shall serve at the pleasure of the Council for a term of two (2) years. The terms are to be staggered. Places 1, 3, and 5 shall be appointed in odd-numbered years, and Places 2 and 4 shall be appointed in even-numbered years. Terms shall begin on July 1 of each year. No member of the Board shall serve more than three (3) consecutive two (2) year terms. After one year after the expiration of a Director’s term of office a Director may be re-appointed. A Director may be removed from office by the City Council at will without cause. A vacancy of any Director’s position which occurs by reason of death, resignation, disqualification, removal, or otherwise, shall be filled by the City Council for the remainder of the current term. Section 4.04 Vacancies Any vacancy occurring shall be filled by appointment by the vote of a majority of a quorum present of the City Council of the City of Sanger, Texas. Section 4.05 Meetings Regular meetings of the Board shall be held quarterly every other month, at such place or places and at such time or times, from time to time, as may be designated by the Board of Directors and communicated to all Directors by written notice. All meetings of the Board shall provide notice thereof as provided and set forth in Chapter 551, Texas Government Code, the “Texas Open Meetings Act”. Any member of the Board may request that an item be placed on the agenda by delivering the request in writing to the Secretary of the Board no later than three (3) days (72 hours) prior to the date of the Board meeting. The President of the Board shall set special meeting dates and times. Section 4.06 Quorum 14 Item 4. Sanger Texas Industrial Development Corporation Page 3 of 11 For the purposes of convening a meeting and transacting business, a simple majority of the appointed Directors then serving on the Board shall constitute a quorum. If there is an insufficient number of Directors present to convene the meeting, the presiding officer shall adjourn the meeting. Section 4.07 Compensation The duly appointed members of the Board shall serve without compensation, but shall be reimbursed for actual or commensurate cost of travel, lodging and incidental expenses while on official business of the Board in accordance with State Law. Section 4.08 Voting: Action of the Board of Directors Directors must be present in order to vote at any meeting, unless otherwise provided in these Bylaws or in the Articles of Incorporation or as required by law. The act of a majority of the Directors present at any meeting for which a quorum is present shall be the act of the Board of Directors. If a Director is aware of a conflict of interest or potential conflict of interest about any vote, the Director shall bring the same to the attention of the meeting and shall abstain from the vote. Any conflict of interest shall be determined according to the standards of Chapter 171, Texas Local Government Code, as amended. In the event Chapter 171 of the Local Government Code shall apply, the Director shall disclose the relationship as required by Section 171.004 of the Local Government Code and shall abstain from voting. Section 4.09 Board’s Relationship with City Council In accordance with State law, the City Council shall require the Corporation to be responsible to it for the proper discharge of its duties assigned in this article. All policies and actions for program administration shall be submitted for Council approval, and the Board shall administer said programs accordingly. ARTICLE V OFFICERS Section 5.01. Titles and Term of Office The President and Vice President of the Corporation shall be elected by the Board and shall serve a term of one (1) year, until the next annual meeting of the Board of Directors and until a successor is duly elected and qualified or until his or her death, resignation, retirement, disqualification or removal from office. There shall be no limitation on the number of consecutive years that a person may serve in the same office. Section 5.02 Powers and Duties of the President The President shall be the chief executive officer of the Corporation, and shall, subject to the authority of the Board and paramount authority and approval from the City Council, preside at all the meetings of the Board, and absent designation by a majority of the Board, shall sign and execute all contracts, conveyances, franchises, bonds, deeds, assignments, mortgages, and notes in the name of the corporation. In addition, the President shall: A. preside over all meetings of the Board. 15 Item 4. Sanger Texas Industrial Development Corporation Page 4 of 11 B. have the right to vote on all matters coming before the Board. C. have the authority, upon notice to the members of the Board, to call a special meeting of the Board when, in his/her judgment, such meeting is required, subject to provisions of the Texas Open Meetings Act. D. have the authority to appoint standing committees to aid and assist the Board in its business undertakings or other matters incidental to the operation and functions of the Board. E. have the authority to appoint ad hoc committees that address issues of a temporary nature of concern or which have a temporary effect on the business of the Board. F. appear before the City Council, or be represented by his or her designee, regarding any items being considered by the City Council concerning the Corporation. Section 5.03 Vice President In the absence of the President or in the event of his/her inability to act, the Vice President shall perform the duties of the President. When so acting, the Vice President shall have the power of and be subject to all the same restrictions as the President. The Vice President shall also perform other duties as from time to time may be assigned to him/her by the President. Section 5.04 Contracts for Services The Corporation may, with approval of the City Council, contract with any qualified and appropriate person, association, corporation, or governmental entity to perform and discharge designated tasks that aid or assist the Board in the performance of its duties. This shall include the right to contract for promotional purposes as may be defined by the Act, subject to any limitations contained in the Act. ARTICLE VI FUNCTIONAL CORPORATION DUTIES AND REQUIREMENTS Section 6.01. Director of Economic Development The director of economic development shall be the chief administrative officer of the Corporation and be in general charge of the properties and affairs of the Corporation, shall administer all work orders, requisitions for payment, purchase orders, contract execution, administration/oversight, and other instruments or activities as prescribed by the Board in the name of the Corporation. The director of economic development shall be an employee of the City. Section 6.02. Director of Finance The director of finance shall have the responsibility to see to the handling, custody, and security of all funds and securities of the Corporation. When necessary or proper, the director of finance shall endorse and sign, on behalf of the Corporation, for collection or issuance, checks, notes and other obligations drawn upon such bank or banks or depositories as shall be designated by the City Council as consistent with these Bylaws. The director of finance shall see to the entry in the books of the Corporation of full and accurate accounts of all monies received and paid out on account of the Corporation. The director of finance shall, at the expense of the Corporation, give such bond for the faithful discharge of the duties in such form and amount as the City Council shall require, by 16 Item 4. Sanger Texas Industrial Development Corporation Page 5 of 11 resolution. The director of finance shall be an employee of the City. The director of finance shall submit a monthly report, to the Board, in enough detail, to include all checks or drafts issued on behalf of the Corporation for the previous month. The director of finance shall provide a monthly financial report to the City Council concerning the activities of the Corporation in a format consistent with other financial reports of the City. Section 6.03. Secretary The secretary shall keep the minutes of all meetings of the Board in books provided for that purpose, shall give and serve all notices, shall sign with the president in the name of the Corporation, and/or attest the signature thereto, all contracts, conveyances, franchises, bonds, deeds, assignments, mortgages, notes and other instruments of the Corporation, shall have charge of the Corporation books, records, documents and instruments except the books of the accounts and financial records and securities, and such other books and papers as the Board may direct, all of which shall at all reasonable times be open to public inspection upon application at the office of the Corporation during business hours, and, in general, perform all duties incident to the office of secretary subject to the control of the Board. The secretary shall endorse and countersign, on behalf of the Corporation, for collection or issuance, checks, notes, and other obligations in or drawn upon such bank or banks or depositories as shall be designated by the City Council consistent with these Bylaws. The secretary shall be an employee of the city. Section 6.04. Participation in Board Meetings The director of economic development, secretary, director of finance, Mayor, and City Manager (or their respective designees), shall have the right to take part in any discussion of the Board, including attendance in executive sessions, but shall not have the power to vote in any meetings attended. Section 6.05 Fiscal Year The fiscal year of the Corporation shall begin on October 1 and end on September 30 of the following year. Section 6.06 Budget A budget for the forthcoming fiscal year shall be submitted to and approved by the Board of Directors and the City Council of the City of Sanger. The Board of Directors shall submit the budget in accordance with the annual budget preparation schedule as set forth by the City Manager. The budget shall be submitted to the City Manager for inclusion of it in the annual budget presentation to the City Council. The budget proposed for adoption shall include the projected operating expenses and such other budgetary information as shall be useful to or appropriate for the Board of Directors and the City Council of the City of Sanger. Section 6.07. Contracts As provided herein, the President and secretary shall execute any contracts or other instruments that the Board has approved and authorized to be executed, provided, however, that the Board may by appropriate resolution, authorize any other officer or officers or any other agent or agents to enter into a contract or execute and deliver any instrument in the name and on behalf of the Corporation. Such authority may be confined to specific instances or defined in general terms. When 17 Item 4. Sanger Texas Industrial Development Corporation Page 6 of 11 appropriate, the Board may grant a specific or general power of attorney to carry out some action on behalf of the Board, provided, however, that no such power of attorney may be granted unless an appropriate resolution of the Board authorizes the same to be done. Section 6.08 Debt, Deposit and Investment of Corporate Funds All proceeds from the issuance of bonds, notes or other debt instruments (the “Bonds”) issued by the Corporation shall be deposited and invested as provided in the resolution, order, indenture, or other documents authorizing or relating to their execution or issuance and handled in accordance with the statute governing this Corporation, but no bonds shall be issued, including refunding bonds, by the Corporation without the approval of the City Council after review and comment by the City’s bond counsel and financial advisor. All monies of the Corporation shall be deposited, secured, and/or invested in the manner provided for the deposit, security, and/or investment of the public funds of the City, as authorized by the City Investment Policy. The finance director shall designate the accounts and depositories to be created and designated for such purposes, and the methods of withdrawal of funds therefrom for use by and for the purposes of the Corporation upon the signature of the finance director and the secretary. The accounts, reconciliation, and investment of such funds and accounts shall be performed by the Department of Finance of the City. Investment Policy for the Sanger Texas Industrial Development Corporation Whereas, the Public Funds Investment Act of 1995 requires each municipality to adopt rules and guidelines for the investment of public funds; and Whereas, such rules and guidelines should specify the type, length and strategy for each fund as well as the authority for officers and employees responsible for the investment of such funds. 6.08 – 1.0 Scope This investment policy applies to all financial assets of the Corporation. These funds are accounted for in the City of Sanger’s Comprehensive Annual Financial Audit. 6.08 – 2.0 Statement of Cash Management Philosophy: The Corporation shall maintain a comprehensive cash management program to include the effective collection of all accounts receivable, the prompt deposit of receipts to the Corporation’s bank accounts, the payment of obligations so as to comply with state law and in accord with vendor invoices and the prudent investment of idle funds in accordance with this policy. 6.08 – 3.0 Objective: The primary objectives, in priority order, of the Corporation’s investment activities shall be: 3.1 Safety: Safety of principal is the foremost objective of the investment program. Investments of the Corporation shall be undertaken in a manner that seeks to ensure the preservation of capital in the overall portfolio. 3.2 Liquidity: The Corporation’s investment portfolio will remain sufficiently liquid to enable the Corporation to meet all operating requirements which might be reasonably anticipated. 18 Item 4. Sanger Texas Industrial Development Corporation Page 7 of 11 3.3 Return on investments: The Corporation’s investment portfolio shall be designed with the objective of attaining a rate of return throughout budgetary and economic cycles, commensurate with the Corporation’s investment risk constraints and the cash flow characteristics of the portfolio. 6.08 – 4.0 Delegation of Authority Management responsibility for the investment program is hereby delegated to the investment officer, who shall establish written procedures for the operation of the investment program consistent with the investment policy. Procedures should include reference to: safekeeping, wire transfer agreements, banking service contracts and collateral/depository agreements. Such procedures shall include explicit delegation of authority to persons responsible for investment transactions. No person may engage in an investment transaction except as provided under the term of this policy and the procedures established by the investment officer. The investment officer shall be responsible for all transactions undertaken and shall establish a system of controls. 6.08 – 5.0 Authorized Investments: Corporation funds may be invested in the following securities: 1. Collateralized or fully insured money market accounts. 2. Collateralized or fully insured certificates of deposit. 3. U.S. Treasury bills, notes or bonds. 4. Direct obligations of the State of Texas or its agencies and instrumentalities. 6.08 – 6.0 Qualifying Institutions: Investments may be made through or with the following institutions: 1. Federally insured banks located in the State of Texas. 2. Primary government security dealers reporting to the Market Reports Division of the Federal Reserve Bank of New York. 6.08 – 7.0 Collateralization The Corporation will accept as collateral for its money market accounts, certificates of deposit and other evidence of deposit the for the following securities: 1. F.D.I.C. coverage 2. U.S. Treasury Bills 3. State of Texas bonds. 4. Other obligations of the United States, its agencies or instrumentalities. 5. Bonds issued by other Texas government entities (Cities, county, school or special districts) with a remaining maturity of twenty years or less. Securities pledged as collateral must be retained in a third party bank in the State of Texas and the Corporation shall be provided with the original safekeeping receipt on each pledged security. The Corporation, financial institution and the safekeeping bank shall operate in accordance with a master safekeeping agreement signed by all three parties. 19 Item 4. Sanger Texas Industrial Development Corporation Page 8 of 11 The Corporation’s investment officer must approve release of collateral in writing prior to its removal from the safekeeping account. The financial institution with which the Corporation invests and/or maintains other deposits shall provide monthly, or as requested by the Corporation, a listing of the collateral pledged to the Corporation, marked to current market prices. The listing shall include total pledged securities itemized by: 1. Name, type and description of security. 2. Safekeeping receipt number. 3. Par value. 4. Current market value. 5. Maturity date. 6. Moody’s or Standard and Poor rating (both if available) 6.08 – 8.0 General Government Practices: All investment transactions shall be documented by the investment officer. The investment officer may make investments orally but shall follow promptly with a written confirmation to the financial institution or dealer with a copy of such confirmation retained in the Corporation’s files. 6.08 – 9.0 Investment Policy: It is the policy of the Corporation to invest public funds in a manner which will provide the highest investment return with the maximum security while meeting the daily cash flow demands of the entity and conforming to all state statutes and local policies governing the investment of public funds. 6.09 Bonds: Any bonds issued by the Corporation shall be in accordance with the statute governing this Corporation but, in any event, no bonds shall be issued without approval of the Sanger City Council after review and comment by the City’s bond counsel and financial advisor. ARTICLE VII BOOKS AND RECORDS Section 7.01 Books and Records The financial manager shall keep and properly maintain, in accordance with generally accepted accounting principles, complete financial books, records, accounts, and financial statements pertaining to its corporate funds, activities and affairs. The City shall cause the Corporation’s financial books, records, accounts, and financial statement to be audited at least once each fiscal year by an outside, independent, auditing and accounting firm selected by the City Council. Such audit shall be at the expense of the Corporation. 7.02 Monthly Reports 20 Item 4. Sanger Texas Industrial Development Corporation Page 9 of 11 The Corporation shall provide monthly summaries of anticipated projects, proposed dispersal of funds, and funds that are dispersed. ARTICLE VIII SEAL Section 8.01 Seal The Board of Directors may obtain a corporate seal which shall bear the words “Corporate Seal of the Sanger Industrial Development Corporation”. The Board may thereafter use the corporate seal and may later alter the seal as necessary without changing the corporate name, but these Bylaws shall not be construed to require the use of the corporate seal. ARTICLE IX PROGRAM Section 9.01 Authorization The Corporation shall carry out its programs subject to its Articles of Incorporation and these Bylaws, and such resolutions as the Board may from time to time authorize. Section 9.02 Program The program of the Corporation shall be to assist, stimulate, and enhance economic development in Sanger, Texas, subject to applicable State and Federal law, these Bylaws, and the Articles of Incorporation. ARTICLE X PARLIAMENTARY AUTHORITY Section 10.1 Amendments to Bylaws These Bylaws may be amended or repealed and new Bylaws may be adopted by an affirmative two- thirds (2/3) majority vote of the number of authorized Directors then serving on the Board, subject to approval by the City Council. The City Council may amend these Bylaws at any time. Such amendments by the City Council will be duly passed and adopted by motion, resolution or ordinance duly reflected in the minutes of the City Council and thereafter, duly noted to the Board. Notwithstanding the foregoing, no amendment shall become effective unless the City Council approves the amendment. ARTICLE XI DISSOLUTION Section 11.01 Dissolution 21 Item 4. Sanger Texas Industrial Development Corporation Page 10 of 11 The Corporation shall be dissolved according to the provisions contained in the appropriate sections of the Texas Development Corporation Act of 1979, as amended. ARTICLE XII INDEMNITY Section 12.01 Indemnity The Board of Directors shall authorize the Corporation to pay or reimburse any current or former Director or Officer of the Corporation for any costs, expenses, fines, settlements, judgments, and other amounts, actually and reasonably incurred by such person in any action, suit, or proceeding to which he/she is made a party by reason of holding such position as Director or Officer; provided, however, that such Director or Officer shall not receive such indemnification if he/she is finally adjudicated in such instance to be liable for misconduct in office. The indemnification herein provided shall also extend to good faith expenditures incurred in anticipation of or preparation for threatened or proposed litigation. The Board of Directors may, in proper causes, extend the indemnification to cover the good faith settlement of any such action, suit, or proceedings, whether formally instituted or not. Furthermore, the Corporation agrees to indemnify and hold harmless and defend the Corporation, its officers, agents, and its employees, from and against all claims and suits or damages, injuries to persons (including death), property damages (including loss of use), and expenses (including court costs and attorney fees), arising out of or resulting from the Corporation’s work and from any liability arising out of or in connection with the Corporation or its officers, agents, or employees entry upon said property, common, constitutional, or statutory law, or based on whole or in part upon the negligent or intentional acts or omissions of the Corporation, its officers, agents, employees, subcontractors, licensees, invitees, or trespassers or based in whole or in part upon the negligent acts or omissions of the Corporation, its officers, agents, employees, licensees, or invitees. The Corporation agrees to waive any and all claims it may have against the City of Sanger connected with, resulting from, or arising out of claims and suits covered by this indemnification provision and agrees that any insurance carrier involved shall not be entitled to subrogation under any circumstances against the City of Sanger, its officers, agents, and employees. ARTICLE XIII MISCELLANEOUS Section 13.01 Relation to Articles of Incorporation These Bylaws are subject to and governed by the Articles of Incorporation. Section 13.02 Effective Date These Bylaws shall be effective upon the adoption by the Board of Directors of the Corporation and the approval of the City Council of the City of Sanger, Texas. 22 Item 4. Sanger Texas Industrial Development Corporation Page 11 of 11 Section 13.03 Gifts The Corporation may accept on behalf of the Corporation any contribution, gift, bequest, or device for the general purpose or for any special purposes of the Corporation. Section 13.03 Code of Ethics Each Director, including the President and Vice President, and the officers, employees, and agents of the Corporation shall abide by and be subject to the City Code of Ethics. The Code of Ethics shall be applicable to independent contractors of the Corporation, except to the extent that any such independent contractor is not performing work on behalf of the Corporation. Section 13.04 Applicability of City Charter, Policies and Procedures The City Charter and all duly approved city policies and procedures shall apply directly to the Corporation and the Board unless such Charter, policies or procedures are superseded by state law or not related to the functions of the Board. The Board has the prerogative, subject to approval by the City Council, to adopt other policies and procedures in addition to or in place of those of the City. Approved by the Sanger Texas Industrial Development Corporation – 12/06/2022 Approved by the Sanger Texas Industrial Development Corporation – 06/04/2024 23 Item 4. 4A INDUSTRIAL DEVELOPMENT BOARD COMMUNICATION DATE: June 4, 2024 FROM: Shani Bradshaw, Director of Economic Development AGENDA ITEM: Financial Reports. SUMMARY:  Staff will provide a financial and sales tax report. FISCAL INFORMATION: Budgeted: NA Amount: NA GL Account: NA RECOMMENDED MOTION OR ACTION: NA ATTACHMENTS:  Sales Tax Report – May 2024 24 Item 5. Month 2019-2020 Total 2020-2021 Total 2021-2022 Total 2022-2023 Total 2023-2024 Total OCT 41,961 41,961 52,602 52,602 50,303 55,222 65,621 65,621 84,045 84,045 NOV 42,075 84,036 50,054 102,656 55,222 105,525 61,751 127,372 72,499 156,544 DEC 44,092 128,128 52,405 155,061 48,145 153,670 72,220 199,591 62,317 218,861 JAN 27,585 155,713 44,941 200,002 56,155 209,825 61,974 261,565 78,147 297,009 FEB 70,059 225,772 62,144 262,146 76,753 286,579 71,749 333,314 69,257 366,266 MAR 40,966 266,738 49,700 311,846 57,471 344,049 52,565 385,879 61,032 427,298 APR 35,736 302,474 48,180 360,026 44,446 388,495 54,627 440,506 45,186 472,483 MAY 41,692 344,166 63,691 423,717 64,395 452,890 67,275 507,780 67,969 540,452 JUN 50,482 394,647 47,099 470,816 65,968 518,858 60,186 567,966 JUL 49,189 443,837 50,290 521,106 56,987 575,845 61,729 629,695 AUG 47,386 491,222 62,523 583,629 68,209 644,054 62,807 692,502 SEP 42,073 553,295 52,474 636,104 51,911 695,965 63,730 756,232 ` TOTAL 533,295 533,295 636,104 636,104 695,965 695,965 756,232 756,232 540,452 BUDGET 385,000 148,295 462,500 173,604 600,000 95,965 800,000 (43,768)875,000 (875,000) Actual Actual %Actual Actual % 2024 2023 Change 2024 2023 Change $ 67,969 $ 67,275 1%$ 540,452 $ 507,780 6% ` Year To DateSales Tax Collection Economic Development Sales Tax Report May 533,295 636,104 695,965 756,232 540,452 0 100,000 200,000 300,000 400,000 500,000 600,000 700,000 800,000 2019-2020 2020-2021 2021-2022 2022-2023 2023-2024 SALES TAX REVENUE 2019-2023 25 Item 5. 4A INDUSTRIAL DEVELOPMENT BOARD COMMUNICATION DATE: June 4, 2024 FROM: Shani Bradshaw, Director of Economic Development AGENDA ITEM: Director’s Report. SUMMARY:  Update on Economic Development activities. FISCAL INFORMATION: Budgeted: NA Amount: NA GL Account: NA RECOMMENDED MOTION OR ACTION: NA ATTACHMENTS: 26 Item 6.