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1998-12-16-PEDC 420 MINUTES OF THE PARIS ECONOMIC DEVELOPMENT CORPORATION December 16, 1998 The Paris Economic Development Corporation met in a regular meeting on Wednesday, December 16, 1998, at 4:00 P.M., in the City Council Chambers, City Hall, Paris, Texas. President Mike Rhodes called the meeting to order with the following boardmembers present: Jay Guest, Dick Amis and Melba Harris. Also present were ex-officio boardmembers Mayor Charles Neeley, Executive Director Gary Vest, City Manager Michael E. Malone, and City Attorney Scott Foster. President Rhodes stated that the next item on the agenda was approval of the minutes from the previous meeting of the Paris Economic Development Corporation. He asked if there were any corrections or additions to the minutes of the previous meeting, and there were none. Boardmember Dick Amis made a motion, seconded by Boardmember Jay Guest, that the minutes be approved as presented. The motion carried unanimously. President Rhodes asked Gene Anderson, Director of Finance, to give the financial report for the month of November. Mr. Anderson gave the financial report. President Rhodes asked if anyone had any questions, and there were none. Boardmember Amis made a motion, seconded by Boardmember Harris, that the financial report be approved as presented. The motion carried unanimously. President Rhodes asked Gary Vest to give the Director's Report. Mr. Vest discussed responses received due to the advertising program, and stated that Ms. Carr had recently attended the second session of the Economic Development Institute which is a three year program provided by the University of Oklahoma. Mr. Vest said since the last meeting that he had two meetings with the Hunt County Economic Development contingency regarding membership in the coalition against the T.N.R.C.C. Texas Clean Air Strategy. Mr. Vest also stated that he had been received notification from Liberty National Bank concerning the pay off of the Paris Packaging note. President Rhodes said the next item on the agenda was consideration of and action on authorizing the execution of a Resolution of Lodge, Association or Other Similar Organization with Guaranty Bank - Paris to authorize Gene Anderson to make deposits, withdrawals, and investments on behalf of the Paris Economic Development Corporation. City Attorney Scott Foster read the resolution. Resolution No. 98-014-A, authorizing the execution of a Resolution of Lodge, Association or Other Similar Organization with Guaranty Bank - Paris to authorize Gene Anderson to make deposits, withdrawals, and investments on behalf of the Paris Economic Development Corporation. 421 PARIS ECONOMIC DEVELOPMENT CORPORATION RESOLUTION NO. 98-014 -A WHEREAS, the Paris Economic Development Corporation (PEDC) is desirous of depositing funds with Guaranty Bank - Paris, and it is deemed necessary that a Resolution of Lodge, Association or Other Similar Organization be executed and that Gene Anderson, the Director of Finance of the City of Paris, be authorized to make deposits, withdrawals, and investments at said Bank on behalf of the PEDC; and, WHEREAS, the form of the Resolution of Lodge, Association or Other Similar Organization, attached hereto as Exhibit A, should, in all things, be approved, and the Chairman, Michael R. Rhodes, should be authorized to execute the same; NOW, THEREFORE, BE IT RESOLVED BY THE PARIS ECONOMIC DEVELOPMENT CORPORATION, that the Director of Finance of the City of Paris, Gene Anderson, be, and he is hereby, authorized to make deposits, withdrawals, and investments with Guaranty Bank - Paris on behalf of the Paris Economic Development Corporation; and, BE IT FURTHER RESOLVED, that the form of the Resolution of Lodge, Association -- or Other Similar Organization, attached hereto as Exhibit A, be, and the same is hereby, approved; and, BE IT FURTHER RESOLVED, that the Chairman, Michael R. Rhodes, be, and he is hereby, authorized and directed to execute, on behalf of the Paris Economic Development Corporation, the Resolution of Lodge, Association or Other Similar Organization, under the terms and conditions and in the form shown in Exhibit A, attached hereto. PASSED AND ADOPTED this 16th day of December, 1998. Michael R. Rhodes, President ATTEST: Melba Harris, Secretary-Treasurer APPROVED AS TO FORM: Scott P. Foster, City Attorney 422 CERTIFTCATE OF DEPOSIT 6014101 RESOLUTION OF LODGE, ASSOCIATION OR OTHER SIMILAR ORGANIZATION Guaranty Bank - Paris City of Paris P.O. Box 605 P.O. B0X 9037 Paris, Tx. 75461-0605 Paris, Tx. 75461 A. I, , certify that I am Secretary (clerk) of the above-named organization (referred to as the "association") organized under the laws of TEXAS , Federal Employer I,D. Number 75-6000635 , and that the following is a correct copy of resolutions adopted at a meeting of the association duly and propedy called and held on MAY 18, 1998 . These resolutions appear in the minutes of this meeting and have not been rescinded or modified. S. Be it resolved that, (I) The Financial Institution named above Is designated as a depository for the ~funds of this association. (2) This resolution shall continue to have effect until express written notice of its rescission or modification has been received and recorded by this Financial Inatitudon. (3) All transactions, if any, with respect to any deposits, withdrawals, rediscounts and borrowings by or on behalf of this association with this Financial Institution prior to the adoption of this resolution are hereby ratified, approved and confirmed. (4) Any of the persons named below so long aa they act in a representative capacity as agents of this association, ara authorized to make any and all other contracts, agreements, stipulations and orders which they may deem advisable for the effective exercise of the powers indicated below, from time to time with this Financial Institution. concerning funds deposited in this Financial Institution, moneys borrowed from this Financial Institution or any other business transacted by and between this association and this Financial Institution subject to any restrictions stated below. (5) Any and all prior resolutions adopted by this association and cartiffed to this Financial Institution as governing the operation of this association's account(s), ara in full force and effect, unless supplemented or modified by this authorization. (6) This association agrees to the terms and conditions of any account agreement, properly opened by any authorized representative(s) of this association, and authorizes the Financial Institution named above, at any time, to charge this association for all checks, drafts, or other orders, for the payment of money, that are drawn on this Financial institution, regardless of by whom or by what means the facsimile signature(s) may have been affixed so long as they resemble the facsimile signature specimens in section C. (or the facsimile signature specimens that this association files with this Financial Institution from time to time) and contain the required number of signatures for this purpose. C. If indicated, any person listed below (subject to any expressed restrictions) is authorized to: (A) Gene Anderson Director of Finance Indicate A, B, C. and/or D (1) Exercise all of the powers listed in (2) through (6). A (2) Open any deposit or checking account(si in the name of this association. A (3) Endorse checks and orders for the payment of money and withdraw funds on deposit with this Financial Institution. Number of authorized signatures required for this purpose (4) Borrow money on behalf and in the name of this association, sign, execute and deliver promissory notes or other evidences of indebtedness. Number of authorized signatures required for this purpose (5) Endorse. assign transfer mortgage or pledge bills receivable warehouse receipts, bills of lading, stocks, bonds, real estate or other property now owned or hereafter owned or acquired by this association as security for sums borrowed, and to discount the same. unconditionally guarantee payment of all bi(Is received, negotiated or discounted and to waive demand, presentment, protest, notice of protest and notice of non-payment. Number of authorized signatures required for this purpose (6) Enter into written lease for the purpose of renting and maintaining a Safe Deposit Box in this Financial Institution. Number of authorized persons required to gain access and to terminate the lease D. Further certify that this association has and at the time of adoption of this resolution had, full power and lawful authority to adopt the foregoing resolutions and to confer the powers granted to the persons named who have full power and lawful authority to exercise the same. AFFIX SEAL HERE 989 BANKERS SYSTEMS, INC., ST. CLOUD, MN {1-800-397o2341) FORM OA.I 1/12/90 (page EXHIBIT A 423 After discussion by the Board, Boardmember Jay Guest made a motion, seconded by Boardmember Dick Amis that this resolution be adopted, and the Board voted unanimously to adopt the resolution. President Rhodes asked Mr. Anderson to discuss the next item on the agenda concerning the appointment of an auditor to conduct the Independent Annual Audit of the Paris Economic Development Corporation for fiscal year ending September 30, 1998. Mr. Anderson said at a previous meeting he had advised the Board that they must select an independent auditor to conduct the Annual Audit to be done separately from the City of Paris financial audit. Mr. Anderson advised the board as to the firms in Paris at this time that are qualified to do this type audit. After discussion, it was the consensus of the Board that Mr. Anderson should take proposals from the firms that are qualified to perform this audit and report this information to the Board at the January meeting. Boardmember Guest made a motion, seconded by Boardmember Amis, that Mr. Anderson should take proposals from the firms that are qualified to perform this audit and report this information to the Board at the January meeting. The motion carried unanimously. President Rhodes asked if there was any other business and there being none he declared the board meeting adjourned. President Michael Rhodes ATTEST: Assistant City Clerk, Barbara Denny