Title
A Resolution Approving An Application To Incorporate A Capital Improvement Cooperative District Of The City Of Foley, Alabama For A Sports Complex And Authorizing Such Incorporation
Summary
DESCRIPTION OF TOPIC: (who, what, when, where, why, and how much)
SOURCE OF FUNDING:
Please provide the amount requested: ____________
Is this a budgeted item? Yes /No
Please provide the budgeted amount: $_____________ Account No. ___________________________
If budgeted, is this a capital purchase, capital project, or special fund? _________________________
Was this item included in the Fiscal Year Capital Projects Plan? Yes/No
If yes, please provide the amount included in Capital Projects Plan: $___________
Body
ADOPTION OF RESOLUTION NO. 13-0564 BY FOLEY CITY COUNCIL
CREATING THE PUBLIC ATHLETIC AND SPORTS FACILITIES
COOPERATIVE DISTRICT OF THE CITY OF FOLEY, ALABAMA
A RESOLUTION APPROVING AN APPLICATION TO INCORPORATE A CAPITAL IMPROVEMENT COOPERATIVE DISTRICT OF THE CITY OF FOLEY, ALABAMA, ALABAMA FOR A SPORTS COMPLEX AND AUTHORIZING SUCH INCORPORATION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FOLEY, ALABAMA, as follows:
Section 1. That the City Council, upon evidence duly submitted to and considered by it, hereby finds and determines that the following application has been duly filed with the governing body of the City of Foley pursuant to Chapter 99B of Title 11 of the Code of Alabama 1975 (the “Enabling Law”), that such application was signed by not less than three natural persons, and that each of said persons is over the age of 21 years and is a duly qualified elector of Baldwin County, Alabama:
APPLICATION FOR AUTHORITY TO FORM
A CAPITAL IMPROVEMENT COOPERATIVE DISTRICT
TO THE GOVERNING BODIES OF THE CITY OF FOLEY, ALABAMA, AND THE PUBLIC PARK AND RECREATION BOARD OF THE CITY OF FOLEY, ALABAMA:
We, the undersigned natural persons, each of whom is over the age of 21 years and is a duly qualified elector of Baldwin County, Alabama, do hereby make application in writing seeking permission to incorpo-rate a capital improvement cooperative district (the "District") under the provisions of Chapter 99B of Title 11 of the Code of Alabama 1975 and file this Application:
1. The District proposes to acquire, construct and install the capital improvements more particularly described as follows (the “Project”):
(i) public meeting, entertainment, event, and recreational facilities, including without limitation facilities or facility to serve as an auditorium, music hall, art center, athletic fields and sportsplex, and related municipal buildings for community activities of every kind and nature;
(ii) buildings, facilities and improvements for the accommodation of visitors and users to the facilities described in (i), including without limitation hotel and motel facilities and food service facilities;
(iii) roads, streets, public ways, sidewalks, lighting, facilities for the provision of water, sewer, gas and electric power service, facilities for waste disposal, facilities for public safety and security, drainage and flood control facilities and improvements, and related infrastructure improvements.
2. The area in which the District proposes to acquire the Project is within the corporate limits of the City of Foley, Alabama.
3. The proposed members of the District are the City of Foley, Alabama, and The Public Park and Recreation Board of the City of Foley, Alabama.
4. The District shall be governed by a board of directors which shall be comprised of five (5) persons.
The number of directors which the governing body of each authorizing subdivision shall be entitled to elect, and the proportional voting power of the respective directors elected by each such authorizing subdivision are as follows:
Authorizing Number of
Subdivision Directors
The City of Foley, Alabama 4
The Public Park and Recreation Board of the City of Foley, Alabama 1
5. The proposed location of the principal office of the District shall be at City Hall, 407 East Laurel Avenue, Foley, Alabama 36536.
6. Each of the applicants is a duly qualified elector of Baldwin County, Alabama.
7. Upon dissolution of the District as permitted in the Enabling Law, title to all property (real, personal and mixed) shall pass to and be vested in the City of Foley, Alabama.
8. The undersigned hereby requests that each of the governing bodies of the City of Foley, Alabama, and The Public Park and Recreation Board of the City of Foley, Alabama adopt a resolution declaring that it is wise, expedient, and necessary that the proposed District be formed and authorizing the undersigned to proceed to form the proposed District by the filing for record of a certificate of incorporation in accordance with the provisions of Section 11-99B-4 of the CODE OF ALABAMA 1975.
9. A copy of the proposed form of certificate of incorporation for such District is attached hereto as Exhibit A and made a part hereof.
WITNESS OUR SIGNATURES this 4th day of November, 2013.
Name:
Name:
Name:
CERTIFICATE OF INCORPORATION
OF THE PUBLIC ATHLETIC AND SPORTS FACILITIES
COOPERATIVE DISTRICT OF THE CITY OF FOLEY, ALABAMA
KNOW ALL MEN BY THESE PRESENTS:
That the undersigned, in order to form a public cor-poration as a cooperative district under and pursuant to the provisions of Chapter 99B of Title 11 of the Code of Alabama 1975 (hereinafter called the "Enabling Law"), do hereby make, sign, execute, acknowledge and file this certificate of incorporation:
ARTICLE ONE
The names of the persons forming this public corpora-tion, together with the residence of each of such persons, are:
Name Residence
Each of the foregoing named persons is over the age of 21 years and is a duly quali-fied elector of Baldwin County, Alabama.
ARTICLE TWO
The period for the duration of the district shall be perpetual, sub-ject to the provisions of the Enabling Law.
ARTICLE THREE
The authorizing subdivisions are the City of Foley, Alabama, and The Public Park and Recreation Board of the City of Foley, Alabama. On the 4th day of November, 2013 the governing body of City of Foley, Alabama adopted a resolution approving and authorizing the incorporation of the district in accordance with the Enabling Law, a certified copy of which is attached hereto as Exhibit A and made a part hereof. On the 5th day of November, 2013 the governing body of The Public Park and Recreation Board of the City of Foley, Alabama adopted a resolution approving and authorizing the incorporation of the district in accordance with the Enabling Law, a certified copy of which is attached hereto as Exhibit B and made a part hereof.
ARTICLE FOUR
The name of the district shall be “The Public Athletic and Sports Facilities Cooperative District of the City of Foley, Alabama” (hereinafter called the "District"). Attached hereto as Exhibit C and made a part hereof is a certificate by the Secretary of State of the State of Alabama stating that the name proposed for the district is not identical to that of any other corporation organ-ized under the laws of the State of Alabama or so nearly similar thereto as to lead to confusion and uncertainty.
The location of the principal office of the District (and its post office address) shall be City Hall, 407 East Laurel Avenue, Foley, Alabama 36536.
ARTICLE FIVE
1. The District proposes to acquire, construct and install the following capital improvements (the “Project”):
(i) public meeting, entertainment, event, and recreational facilities, including without limitation facilities or facility to serve as an auditorium, music hall, art center, athletic fields and sportsplex, and related municipal buildings for community activities of every kind and nature;
(ii) buildings, facilities and improvements for the accommodation of visitors and users to the facilities described in (i), including without limitation hotel and motel facilities and food service facilities;
(iii) roads, streets, public ways, sidewalks, lighting, facilities for the provision of water, sewer, gas and electric power service, facilities for waste disposal, facilities for public safety and security, drainage and flood control facilities and improvements, and related infrastructure improvements.
2. The area in which the District proposes to acquire the Project is within the corporate limits of the City of Foley, Alabama.
ARTICLE SIX
The District shall be governed by a board of directors which shall be comprised of five (5) persons.
The number of directors which the governing body of each authorizing subdivision shall be entitled to elect, and the proportional voting power of the respective directors elected by each such authorizing subdivision are as follows:
Authorizing Number of
Subdivision Directors
The City of Foley, Alabama 4
The Public Park and Recreation Board of the City of Foley, Alabama 1
ARTICLE SEVEN
The proposed name of the District is “The Public Athletic and Sports Facilities Cooperative District of the City of Foley, Alabama”.
ARTICLE EIGHT
Upon dissolution of the District as permitted in the Enabling Law, title to all property (real, personal and mixed) shall pass to and be vested in the City of Foley, Alabama.
ARTICLE NINE
The application filed with the governing body of each of the authorizing subdivisions in accordance with 11-99B-3 of the Code of Alabama (1975) was identical to the copy thereof attached to this certificate of incorporation as Exhibit D.
ARTICLE TEN
The District shall have all powers conferred on corporations of like nature by the Enabling Law, and any amendment thereof heretofore or hereafter made, and all other powers conferred upon corporations generally by the laws of Alabama not in conflict with the Enabling Law, as heretofore or hereafter amended.
ARTICLE ELEVEN
The District shall be a non-profit corporation and no part of the net earnings thereof shall inure to the benefit of any private person or entity of any nature whatsoever.
IN WITNESS WHEREOF, the undersigned incorporators have signed this certificate of incorporation on this 4th day of November, 2013.
/s/_________________________________
Name:
/s/_________________________________
Name:
/s/__________________________________
Name
STATE OF ALABAMA
BALDWIN COUNTY
The undersigned, a notary public in and for said County in said State, do hereby certify that ______________________________, whose name is signed to the foregoing Certificate of Incorpo-ration and who is known to me, acknowledged before me on this day that, being informed of the contents of the fore-going Certificate of incorporation, he executed the same voluntarily.
Given under my hand and official seal, this ________ day of November, 2013.
Notary Public
NOTARIAL SEAL
My commission expires:
STATE OF ALABAMA
BALDWIN COUNTY
The undersigned, a notary public in and for said County in said State, do hereby certify that _____________________________, whose name is signed to the foregoing Certificate of Incorpo-ration and who is known to me, acknowledged before me on this day that, being informed of the contents of the fore-going Certificate of incorporation, he executed the same voluntarily.
Given under my hand and official seal, this ________ day of November, 2013.
Notary Public
NOTARIAL SEAL
My commission expires:
STATE OF ALABAMA
BALDWIN COUNTY
The undersigned, a notary public in and for said County in said State, do hereby certify that __________________________, whose name is signed to the foregoing Certificate of Incorpo-ration and who is known to me, acknowledged before me on this day that, being informed of the contents of the fore-going Certificate of incorporation, she executed the same voluntarily.
Given under my hand and official seal, this ________ day of November, 2013.
Notary Public
NOTARIAL SEAL
My commission expires:
Section 2. That the City Council has reviewed and considered the foregoing application and has found and determined and does hereby find and determine as a matter of fact that it is wise, expedient, and necessary that the district be formed.
Section 3. That the City Council does hereby approve the proposed form of certificate of incorporation of the district attached to the foregoing application as hereinabove set forth.
Section 4. That the City Council does hereby grant permission to incorporate the district and does hereby authorize the persons making such application to proceed to form such district pursuant to the Enabling Law.
Section 5. That the City Council does hereby elect and appoint the following named persons as directors of The Public Athletic and Sports Facilities Cooperative District of the City of Foley, Alabama for the term of office ending on the date set opposite his name or on such date as the respective successor thereof is elected and qualified in his stead:
Name Date of End of Term
Mayor John Koniar Fourth anniversary of the date of filing for
record the certificate of incorporation for
the cooperative district
Keith Newton Fourth anniversary of the date of filing for
record the certificate of incorporation for
the cooperative district
Charles Ebert, III Fourth anniversary of the date of filing for
record the certificate of incorporation for
the cooperative district
Skip Davis Fourth anniversary of the date of filing for
record the certificate of incorporation for
the cooperative district