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HomeMy WebLinkAboutResolution No. 82-30?HE STATE OF TEXAS : COUNTY OF DENTON : CITY OF THE COLONY : A RESOLUTION APPROVING FORMATION OF THE COLONY HOUSING FINANCE CORPORATION WHEREAS, an application in writing seeking the incorpor- ation of a housing finance corporation under the provisions of the "Texas Housing Finance Corporations Act" has been filed with the City of The Colony (the "City") by at least three individuals, each of whom is a citizen of the State of Texas, of the age of 18 years or more and residents of the City. BE IT RESOLVED BY THE CITY COUNCIL OF THE'CITY OF THE COLONY, TEXAS: Section 1. That, the City Council of the City has found and determined, and hereby finds and determines, that it is wise, expedient, necessary, or advisable that the corporation be formed. Section 2. That, the City Council of the City hereby approves the form of articles of incorporation proposed to be used in organizing the corporation, a copy of which is attached hereto as "Exhibit A", and hereby grants au- thority for the incorporation of the corporation. Section 3. That this Resolution shall take effect immediately from and after its adoption. ARTICLES OF INCORPORATION OF CITY OF THE COLONY HOUSING FINANCE CORPORATION THE STATE OF TEXAS : COUNTY OF DENTON : CITY OF THE COLONY : WE, THE UNDERSIGNED, natural persons of the age of eighteen (18) years or more, citizens of the State of Texas and residents of City of The Colony, Texas, (the "City"), acting as incorporators of a public instrumentality and non- profit corporation (the "Corporation") under the Texas Housing Finance Corporations Act, having been granted auth- . ority by the governing body of the City as evidenced by the resolution attached hereto as Exhibit "A", do hereby adopt the following Articles of Incorporation for the Corporation: ARTICLE ONE The name of the Corporation is the City of The Colony Housing Finance Corporation. ARTICLE TWO The Corporation is a public non-profit corporation. ARTICLE THREE The period of duration of the Corporation is perpetual. ARTICLE FOUR The corporation is organized solely to carry out the purposes of the Texas Housing Finance Corporations Act, i.e., exclusively for the purpose of benefiting and accomp- lishing public purposes of, and on behalf of, the City, by financing the cost of residential ownership and development that will provide decent, safe and sanitary housing for residents of the City at prices they can afford. It has been determined and declared by the Legislature of the State of Texas that such residential ownership and development will (a) provide for and promote the public health, safety, morals, and welfare; (b) relieve conditions of unemployment and encourage the increase of industry and commercial activity and economic development so as to reduce the evils attendant upon unemployment; (c) provide for efficient and well- planned urban growth and development including the elimination and prevention of potential urban blight and the proper coordination of industrial facilities with public services, mass transportation and residential development; (d) assist persons of low and moderate income in acquiring and owning decent, safe and sanitary housing which they can afford; and (e) preserve and increase ad valorem tax bases of local governmental units; and the foregoing have been · determined and declared by the Legislature of the State of Texas to lessen the burden of government and to be public purposes and functions. ° ARTICLE FIVE The Corporation has no members. ARTICLE SIX These articles of incorporation may at any time and from time to time be amended so as to make any changes therein and add any provisions thereto which might have been included in the articles of incorporation in the first instance. Any such amendment shall be effected in either of the following manners: (i) the members of the board of directors of the Corporation shall file with the governing body of the City an application in writing seeking permis- sion to amend the articles of incorporation, specifying in such application the amendment proposed to be made, such governing body shall consider such application and, if it shall by appropriate resolution duly find and determine that it is wise, expedient, necessary or advisable that the proposed amendment be made and shall authorize the same to be made, and shall approve the form of the proposed amend- ment, then the board of directors of the Corporation may amend the articles of incorporation by adopting such amend- ment at a meeting of the board of directors and delivering articles of amendment to the Secretary of State, or (ii) the governing body of the City may, at its sole discretion, and at any time, alter or change the structure, organization, programs, or activities of the Corporation (including the [)ower to terminate the Corporation), subject to any limitation on the impairment of contracts entered into by %he Corporation, by adopting an amendment to the articles of incorporation of the Corporation at a meeting of the govern- £ng body of the City and delivering articles of amendment to the Secretary of State. ARTICLE SEVEN The street address of the initial registered office of the Corporation is The Colony, Texas, and the name of its initial registered agent at such address is ARTICLE EIGHT The affairs of the Corporation shall be managed by a board of directors which shall be composed in its entirety of persons appointed by the governing body of the City. The number of directors constituting the initial board of directors is . The names and addresses of the persons who are to serve as the initial directors, and the dates of expiration of their initial terms as directors, are as follows: DATE OF EXPIRATION NAMES ADDRESSES OF TERM 6 yrs. 6 yrs. 6 yrs. 6 yrs. 6 yrs. 6 yrs. 6 yrs. Each of the initial directors resides within the City. Each director, including the initial directors, shall be eligible for reappointment. Directors are removable by the governing body of the City for cause or at will. Any vacancy occurring on the board of directors through death, resignation, or otherwise, shall be filled by appointment by the governing body of the City to hold office until the expiration of the term for which the vacating director had been appointed. ARTICLE NINE The name and street address of each incorporator is: Name Address Each incorporator resides within the City. ARTICLE TEN A resolution approving the form of these articles of incorporation has been duly adopted by the governing body of the City. The date of the adoption of such resolution is August 16, 1982. A copy of the resolution is attached hereto as Exhibit A. ARTICLE ELEVEN No dividends shall ever be paid by the Corporation and no part of its'net earnings (beyond that necessary for re- tirement of the indebtedness of the Corporation or to imple- ment the public purpose of the City for which the Corpor- ation has been created) shall be distributed to or inure to the benefit of its directors or officers or any private person, firm, corporation, or association except in reason- able amounts for services rendered. No substantial part of the Corporation's activities shall be carrying on propagan- da, or otherwise attempting to influence legislation, and it shall not participate in, or intervene in (including the publishing or distributing of statements), any political campaign on behalf of or in opposition to any candidate for public office. ARTICLE TWELVE If the Corporation ever should be dissolved when it has, or is entitled to, any interest in any funds or pro- perty of any kind, real, personal, or mixed, such funds or property or rights thereto shall not be transferred to private ownership, but shall be Uransferred and delivered to the City, after satisfaction or provision for satisfaction of debts and claims. IN WITNESS WHEREOF, we have hereunto set our hands, this day of , 1982. Incorporators THE STATE OF TEXAS : COUNTY OF DENTON : I, the undersigned, a Notary Public, do hereby certify that on this day of , 1982, personally appeared before me , and, who, each being by me first duly sworn, severally declared that they are the persons who signed the foregoing document as incorporators, and that the statements therein contained are true. IN WITNESS WHEREOF, I have hereunto set my hand and seal the day and year above written. Notary Public (NOTARY PUBLIC SEAL) My Commission Expires: