Ordinance 13-M-04 Amended SEDC CoF-Bylaws 2-5-2013ORDINANCE NO. 13-M-04
AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF
SCHERTZ, TEXAS AUTHORIZING AN AMENDED AND RESTATED
CERTIFICATE OF FORMATION OF THE CITY OF SCHERTZ
ECONOMIC DEVELOPMENT CORPORATION; APPROVING
AMENDED AND RESTATED BYLAWS OF SUCH CORPORATION;
APPOINTING DIRECTORS TO THE BOARD OF DIRECTORS OF
SUCH CORPORATION; AND OTHER MATTERS IN CONNECTION
THEREWITH
WHEREAS, the City Council (the "Council") of the City of Schei•tz, Texas (the "City")
has previously authorized the creation of the City of Schertz Economic Development
Corporation (the "Corporation"} in accordance with the Development Carporation Act, as
amended, Titre 12, Subtitle C1, Texas Local Government Code (the "Act"); and
WHEREAS, the Board of Directors of the Corporation has, by Resolution dated January
24, 2013, approved amendments to the existing Certificate of Formation and the Bylaws of the
Corporation and has recommended thane amendments to the Council; and
WHEREAS, the Council has reviewed and approved the proposed amendments to the
existing Certif cate of Formation and the existing Bylaws of the Corporation and has determined
to authorize and approve such amendments; and
WHEREAS, the Council desires to approve the members of the Board of Directors of the
Corporation; and
WHEREAS, the Council hereby finds and determines that the adoption of this Ordinance
is in the best interests of the citizens of the City; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS
THAT:
Section 1. The Council hereby approves an Amended and Restated Certificate of
Formation (the "Articles of Amendment") for the Corporation (a copy of which is attached in
substantially final foi7n to this Ordinance as Exhibit A). The Council hereby authorizes the City
Secretary to execute the Articles of Amendment and to cooperate with the Corporation in filing
such Articles of Amendment with the Texas Secretary of State, with any such changes therein
which do not alter the substance thereof (as determined by the City Attorney) as may be required
by the Secretary of State for filing.
Section 2, The Council hereby appoints the following persons for terms expiring on
May 31 of the following years, as the directors of the Corporation, as set forth in the Articles of
Amendment:
50424378,2
Name Term to )Expire
Angelina I. T. Kiser 5/31/2013
Tim Brown 5/31/2013
Roy Richard, Jr. 513 1120 1 3
Grady Moi7•is 5131114
Marvin Thomas 5131114
Matthew Duke 5131/14
Rosemary Scott 5131114
Section 3. The Council hereby approves the amended Bylaws for the Corporation in
the form attached hereto as Exhibit B.
Section 4. The recitals contained in the preamble hereof are hereby found to be time,
and such recitals are hereby made a part of this Ordinance for all purposes and are adopted as a
park of the judgment and findings of the Governing Body.
Section 5. All ordinances and resolutions, or parts thereof, which are in conflict or
inconsistent with any provision of this Ordinance are hereby repealed to the extent of such
conflict, and the provisions of this Ordinance shall be and remain controlling as to the matters
resolved herein.
Section 6. This Ordinance shall be construed and enforced in accordance with the
laws of the State of Texas and the United States of America,
Section 7. If any provision of this Ordinance or the application thereof to any person
or circumstance shall be held to be invalid, the remainder of this Ordinance and the application
of such provision to other persons and circumstances shall nevertheless be valid, and the Council
hereby declares that this Ordinance would have been enacted without such invalid provision.
Section S. It is officially found, detei7nined, and declared that the meeting at which
this Ordinance is adopted was open to the public and public notice of the time, place, and subject
matter of the public business to be considered at such meeting, including this Ordinance, was
given, all as required by Chapter 551, as amended, Texas Government Code.
Section 9. This Ordinance shall be in force and effect from and after its final passage,
and it is so ordered.
50429378.2 2
PASSED ON FIRST READING on the 24`"day of January, 2013.
PASSED AND ADOPTED on second and final reading on the 5'" day of February, 2013.
ATTEST:
City ecretary, Brenda Dennis
(SEAL OF THE CITY)
CITY OF SCHERTZ ,TEXAS
By:
ayor, Michael R. Carpenter
50429378.2 S-1
jThe remainder of this page intentionally left blank]
50429375.2
EXHIBIT A
AMENDED AND RESTATED CERTIFICATE OF FORMATION
-,
(see Attached)
50429375.2 A-
EXHIBIT B
AMENDED AND RESTATED BYLAWS
(see Attached)
soaz93~s.2 B-1