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JANUARY 8, 1992 MINUTES OF THE SPECIAL MEETING THE BOARD OF DIRECTORS SCHERTZ DEVELOPMENT FOUNDATION, INCORPORATED The special meeting of the Board of Directors of the Corporation was held at the Northcliffe Country Club, 5301 Country Club Boulevard, New Braunfe1s, Texas on the 8th day of January 1992, at 12:00 noon. The following Directors of the Corporation, being a Directors of the Corporat ion, were present and throughout the meeting: quorum of the participated Charles McDonald, President Tom Weaver, Vice President Jim Shriver, Secretary/Treasurer Kerry Sweatt, Assistant Secretary Lewis Borgfeld, Director Mark Marquez, Executive Director Also present at the meeting was Doyle M. Hines, General Manager, Guadalupe Valley Electric Cooperative, Inc. and General Manager, Guadalupe Valley Development Corporation. Charles McDonald, President, served and Jim Shriver, Secretary/Treasurer meeting. as Chairman of the meeting served as Secretary of the The purpose of this special meeting was to receive information, data, and proposals from Doyle Hines and Lewis Borgfe1d in their capacity as members of the Guadalupe Valley Development Corporation. Lewis Borgfeld also serves as President of the Guadalupe Valley Electric Cooperative, Inc. and Guadalupe Valley Development Corporation. Doyle Hines and Lewis Borgfeld advised that certain property located at the Schertz Business Park on the east side of FM 1518, Schertz, Texas was for sale by the Resolution Trust Corporation (RTC) . A subdivision plat of the Schertz Business Park was provided to each Director. It is believed that Subdivision Lots 2, 3, 4, 7, 8, 9, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 25, and 26 are available for sale. These lots equal approximately 13.49 acres. Subdivision lots that are not for sale are Lot 1 which is owned by the City of Schertz, Lot 5 which is owned by Hannascl Electric, Lots 6 and 10 which are owned by unknown private owners, and Lots 27, 28, and 29 which are believed to be 1 owned by unknown private owners. Further research will be needed to determine if Lots 27, 28, and 29 are in fact owned by private owners or by the RTC. Doyle Hines and Lewis Borgfe1d stated these properties are located in an excellent area for future economic development and that an offer should be made to the RTC for purchase of the property. The Board concurred with these statements. Doyle Hines and Lewis Borgfeld made the following proposals: 1. That the Schertz Development Foundation, Inc. would make an offer to the RTC to purchase the properties at $5,000.00 per acre, for a total investment of $67,450.00 ($5,000.00 X 13.49 acres). If it is determined that Lots 27,28, and 29 were also available, an offer to purchase these lots would also be made. 2. property Inc. That would if the be given property was to the Schertz purchased, title to the Development Foundation, 3. That the Schertz Development Foundation, Inc. would assume total responsibility and management of the property. 4. And, that the Schertz Development Foundation, Inc. would repay to the Guadalupe Valley Development Corporation the purchase price plus an agreed interest rate, over an agreed period of time, as funds become available to the Schertz Development Foundation, Inc. 5. The exact legal requirements and documentation would be developed and agreed to at a later date after the RTC accepted the purchase offer. Upon motion duly made, seconded, and unanimously carried, it was agreed that the Guadalupe Valley Development Corporation should proceed with the offer to purchase from the RTC the above stated property, and based upon the above stated proposals. Doyle Hines and Lewis Bordfeld advised that they would keep the Board informed of their process. There being duly made, adjourned. no further business before the meeting, on motion seconded and unanimously carried the meeting was 2 (~~~' ~,. ~92 Charles McDonald, President ~ ~~ Tom Weaver, Vice President Kerry Sweatt, Asst. Secretary Lewis Bordfeld, Director Mark Marquez Executive Director The following documents have been appended to these Minutes: Appendix: 1. Summary Of Salient Facts and Conclusions consisting of 15 pages. 2. Subdivision Plat of the Schertz Business Park. 3