Loading...
HomeMy WebLinkAboutResolution 3563-12-2007CITY OF DALLAS RESOLUTION NO CITY OF FORT WORTH RESOLUTION NO 3563 12 2007 APPROVING ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF THE DALLAS-FORT WORTH INTERNATIONAL AIRPORT FACILITY IMPROVEMENT CORPORATION AND AUTHORIZING OTHER MATTERS RELATING THERETO WHEREAS with the approval of the Cities of Dallas and Fort Worth, Texas (the 'Cites'), the Dallas-Fort Worth International Airport Facility Improvement Corporation (the `Corporation') was duly incorporated and ]s a validly existing non-profit airport facility financing corporation pursuant to Chapter 22, Texas Transportation Code, as amended (the Act"), and WHEREAS pursuant to Article Six of the Corporation s Articles of Incorporation, the Dallas/Fort Worth International Airport Board (the `Board ') has by resolution of the Board proposed amendments to such Articles of Incorporation and has requested the Cities to approve amendments to the Articles of Incorporation as required by Section 22.153(a) of the Act; WHEREAS rt is the desire of the Cities to approve Articles of Amendment m the form attached hereto as Exhibit A, and NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS TEXAS NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FORT WORTH, TEXAS 1 That each City hereby approves the Articles of Amendment to the Articles of Incorporation m the form and substance attached hereto and made a part hereof as Exhibit A. APPROVED AND ADOPTED BY THE DALLAS CITY COUNCIL this day of i -! - Dallas 1327698v.2 Res. No 3563 12 2007 APPROVED AND ADOPTED BY THE FORT WORTH CITY COUNCIL this 11~' day of December ATTEST City Secretary Ci of Fort Worth, T xas C!J City Attorney Clty of rt Worth, Texas [SEAL] jr~~„ ''~^ ~ ~ / I ~ ~ ' __ ~ ~~1~L y` :~ ~ ~ w! s -.r { ~ '~ A~ ~ ..t k r 3 : l. i y~ ~ "~ +i ~ ~~• 1y ~ r ~~~. ~~~ _ r [ay~Yr ~Clty o~Fort orth, Texas APPROVED CITY CQUNC ~, DEC 1 1 20 ~.' ~,d Gity Secaetary aff flt~ City of Faxf VUarth, `1`~acas 2 Dallas 1327698v.2 Res. No 3563-12 2007 THE STATE OF TEXAS COUNTY OF DALLAS § CITY OF DALLAS § I, the undersigned City Secretary of the City of Dallas, Texas, DO HEREBY CERTIFY that the above and foregoing is a true and correct copy of a Resolution (and minutes pertaimng to rts adoption) adopted by the City Council of the City of Dallas, Texas, on the day of December 2007 approving the Articles of Amendment to the Articles of Incorporation of the Dallas-Fort Worth International Airport Facility Improvement Corporation which resolution is correctly enrolled m File No of the Records of the Clty of Dallas, Texas. I FURTHER CERTIFY that Bald Resolution was passed at a meeting held after wntten notice thereof stating the date, hour place and subject had been posted for more than seventy two hours preceding the day of the meeting at the City Hall on a bulletin board located at a place convement to the public, all m compliance wrth the provisions of Chapter 551 Texas Government Code. WITNESS MY HAND AND SEAL OF THE CITY OF DALLAS TEXAS this the day of City Secretary City of Dallas, Texas 3 Dallas 1327698v.2 Res. No 3563 12 2007 THE STATE OF TEXAS COUNTY OF TARRANT CITY OF FORT WORTH I, the undersigned City Secretary of the Crty of Fort Worth, Texas, DO HEREBY CERTIFY that the above and foregoing is a true and correct copy of a Resolution duly presented and passed by the City Council of the City of Fort Worth, Texas, at a regular meeting held on the 1 l~' day of December approving the Articles of Amendment to the Articles of Incorporation of the Dallas-Fort Worth International Airport Facility Improvement Corporation, as same appears of record m the office of the City Secretary I FURTHER CERTIFY that said Resolution was passed at a meeting held after written notice thereof stating the date, hour place and subject had been posted for more than seventy two hours preceding the day of the meeting at the City Hall on a bulletin board located at a place convenient to the public, all in compliance with the provisions of Chapter 551 Texas Government Code. WITNESS MY HAND and the Official Seal of the City of Fort Worth, Texas, this the 1 l~' day of December City Secretary ity of Fort Wo ,Texas -4- Dallas 1327698v.2 EXHIBIT "A" ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION Pursuant to the provisions of Article 4 03 of the Texas Nonprofit Corporation Act, the undersigned Corporation adopts the following Articles of Amendment to its Articles of Incorporation which expand the purpose of the Corporation to specifically authorize the Corporation to provide a source of revenue, through the imposition and collection of user fees, to operate and maintain the Airport's car rental facilrties and related consolidated bus fleet used m connection therewith, financed by the Corporation as airport facilities described by Section 22.152(a) of the Act. ARTICLE ONE The name of the Corporation is 'Dallas-Fort Worth International Airport Facility Improvement Corporation (the 'Corporation') ARTICLE TWO The following amendment to the Articles of Incorporation was adopted by the Corporation on 2007 In accordance with Section 22 153(a), Transportation Code, as amended, and Article Six (a) of the Corporation's Articles of Incorporation, such amendment was approved by a resolution of the Dallas/Forth Worth International Airport Board on November 1 2007 and subsequently approved by a concurrent resolution of the City Councils of the Cities of Fort Worth and Dallas, Texas on and 2007 respectively Subsection (a) of Article Four of the Articles of Incorporation is hereby amended so as to read as follows. (a) The purposes of the Corporation shall be limited to (i) providing financing, through the issuance of bonds, notes and other forms of debt instruments, to pay the costs, including the direct and indirect costs, caprtahzed interest, and reserves therefor of the airport facilities located within the boundaries of Dallas/Fort Worth International Airport as authorized by subsection 2(a) of the Act, m order to benefit and enhance the operation and economic development of the Dallas/Fort Worth International Airport (the Airport") owned by the Cities pursuant to the Joint Agreement; (ii) providing financing, through the issuance of bonds, notes and other forms of debt instruments, to refinance or refund, on a current or advance basis, all or part of any bonds, notes and other forms of debt instruments previously issued and sold to pay the costs, including the direct and indirect costs, capitalized interest, and reserves therefor of airport facilities located wrthm the boundaries of Dallas/Fort Worth International Airport as authorized by subsection 2 (a) of the Municipal Airports Act, Article 46d, Vernon s Annotated Al Dallas 1327698v.2 5 Res. No 3563 12 2007 Texas Civil Statutes, m order to benefit and enhance the operation and economic development of the Airport; and (iii) providing a source of revenue, through the imposition and collection of user fees, to operate and maintain the A>rport's car rental facilities and related consolidated bus fleet used m connection therewith, financed by the Corporation as airport facilities described by Section 22.152(a) of the Act. ARTICLE THREE The amendment was adopted m the following manner The amendment was adopted at a meeting of the board of directors held on 2007 and received the vote of a ma~orlty of the directors m office, there being no members having voting nghts In respect thereof. In accordance with Section 22.153(a), Transportation Code, as amended, and Article Six (a) of the Corporation's Articles of Incorporation, these Articles of Amendment were approved by a resolution of the Dallas/Fort Worth International Airport Board on November 1 2007 and subsequently approved by concurrent resolution of the City Council of the City of Fort Worth, Texas adopted at a meeting held on 2007 by a ma~orlty vote of the City Councllmembers and the Crty Council of the Clty of Dallas, Texas adopted at a meeting held on 2007 by a ma~orrty vote of the Crty Councllmembers. Dated. Dallas-Forth Worth International Airport Facility Improvement Corporation By• Its President And Its Secretary Dallas 1327698v.2 A2