2020-026 - Adopting and Approving an Amendment to the Articles of Inforporation for the Paris Economic Development Corporation to Increase the Size of the BoardRESOLUTION 2020-026
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS, PARIS,
TEXAS, ADOPTING AND APPROVING AN AMENDMENT TO THE
ARTICLES OF INCORPORATION, NOW REFERRED TO AS THE
CERTIFICATE OF FORMATION, OF THE PARIS ECONOMIC
DEVELOPMENT CORPORATION TO INCREASE THE SIZE OF THE BOARD
OF DIRECTORS FROM FIVE (5) MEMBERS TO SEVEN (7) MEMBERS, ONE
OF WHOM SHALL BE A SITTING MEMBER OF THE CITY COUNCIL WHO
SHALL SERVE A ONE-YEAR TERM, MAKING OTHER FINDINGS AND
PROVISIONS RELATED TO THE SUBJECT; AND DECLARING AN
EFFECTIVE DATE.
WHEREAS, the citizens of the City of Paris did at an election held on May 1, 1993,
provide for the funding of a Type A economic development corporation by the passage of a
one-fourth (1/4) of one percent (1%) sales and used tax to carry out industrial development
programs; and
WHEREAS, on July 12, 1993, by Resolution No. 93-076, the City Council of the City of
Paris adopted the Articles of Incorporation of the Paris Economic Development Corporation
which Articles were subsequently accepted for filing by the Secretary of State of the State of
Texas, who issued a Certificate of Incorporation on July 19, 1993; and
WHEREAS, in said Articles of Incorporation, the City Council set the number of
directors constituting the Board of Directors at five (5); and
WHEREAS, it has become desirable for the City to increase the number of directors
sitting on the Board of Directors from five (5) directors to seven (7) directors appointed by
the City Council, one of which directors shall be a sitting member of the Paris City Council
serving a one (1) year term; and
WHEREAS, on June 16, 2020, the Board of Directors of the Paris Economic
Development Corporation requested that the City Council approve a change to the bylaws of
the corporation to increase the number of directors sitting on the Board of Directors from
five (5) directors to seven (7) directors appointed by the City Council, one of which directors
shall be a sitting member of the Paris City Council serving a one (1) year term; and
WHEREAS, at its regular meeting on June 22, 2020, the City Council approved said
bylaws change; and
WHEREAS, to accomplish the aim of the amendment to the Corporation's bylaws, it
is necessary to amend the Corporation's Articles of Incorporation, now referred to as the
Certificate of Formation, to reflect said changes; and
WHEREAS, Texas Local Government Code Sec. 501.302 of the Development
Corporation Act provides that the governing body of the authorizing unit of such a
corporation may amend the corporation's certificate of formation at any time by adopting
the amendment by resolution and delivering the certificate of amendment to the secretary
of state;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
PARIS, TEXAS:
Section 1. That the findings set out in the preamble to this resolution are hereby in
all things approved.
Section 2. That the City Council of the City of Paris hereby adopts the Certificate of
Amendment attached hereto as Exhibit A and incorporated herein by reference which
Certificate of Amendment is in all things hereby approve.
Section 3. That City Council directs the City Attorney to deliver said Certificate of
Amendment to the Secretary of State's office for filing in accordance with the requirements
as provided by law.
Section 4. This resolution shall become effective upon passage.
PASSED AND APPROVED THIS 22nd day of June, 2020.
Steven J. Clifford, M.D., Mayor
APPROVED AS TO FORM:
Stephan'e H. Harris, City Attorney
CERTIFICATE OF AMENDMENT
TO THE CERTIFICATE OF FORMATION
OF
PARIS ECONOMIC DEVELOPMENT CORPORATION
The Articles of Incorporation (the "Articles") of the Paris Economic Development
Corporation (the "Corporation"), SOS No. 1278651-01, were initially adopted and filed with the
Texas Secretary of State on July 19, 1993 by the incorporators named therein, all qualified electors
of the City of Paris, Texas, acting as incorporators of a public instrumentality and nonprofit
development corporation under the Development Corporation Act of 1979, as amended, with the
approval of the City Council of the City of Paris, Texas.
Article 8, "Board of Directors," of the Articles, now referred to as the Certificate of
Formation, was amended and adopted by the City Council of the City of Paris, Texas on June 22,
2020 to increase the size of the Board of Directors of the Corporation from five (5) members to
(7) members, six (6) of said members serving three year terms, and one (1) member being a sitting
member of the City Council of the City of Paris, Texas serving a one-year term.
Section 8, Board of Directors is deleted in its entirety, and is replaced with the following:
ARTICLE 8
BOARD OF DIRECTORS
The number of the directors constituting the Board of Directors of the Corporation is seven
(7), appointed by the City Council, with one (1) of the seats on the Board of Directors being filled
with a sitting City Council member who shall serve a one (1) year term. All other directors shall
serve no more than two (2) three (3) year terms. The current members of the Board of Directors
are:
Name
Address
Term„ Expires
Shay Bills
2775 40"' St. S.E., Paris, Texas 75462
6/30/2021
AJ Hashmi, MD
4510 FM 195, Paris, Texas 75462
6/30/2021
Mihir Pankaj
3055 Oak Creek Dr., Paris, Texas 75462
6/30/2022
Marion Hamill
1200 CR 12200, Paris, Texas 754562
6/30/2023
Timothy Hernadez
2365 Wildwood Lane, Paris, Texas 75462
6/30/2023
6/30/2023
6/30/2021
No other Amendments to the Certificate of Formation are made at this time.
This Certification of Amendment was hereby approved by the City Council of the City of
Paris, Paris, Texas on June 22, 2020
�w I -
Stev":�Cliffor M1.
„ ,Mayor
STATE OF TEXAS
COUNTY OF LAMAR
This instrument was acknowledged before me on June, 2020 by Steven J. Clifford,
M.D., as Mayor of the City Council of the City of Paris, Paris, Texas, and being first duly sworn,
declared that he has read the above Amended Certificate of Formation and that the amendments
reflected above are all of the amendments approved by the Corporation and City, and no other
changes have been made.
1Pg,Y PbB^w", SKYLAR HOSKINS x
2° NOTARY PUBLIC
* * STATE OF TEXAS
q�of,PS+ MY COMM. EXP. 9/12/22
.,
NOTARY ID 13171561-5,
(Seal)
ATTEST:
ice Ellis, City Clerk