Loading...
HomeMy WebLinkAboutResolution No. 08-090 CITY OF THE COLONY TEXAS ORIGIlv4Z RESOLUTION NO. 08- 00 A RESOLUTION OF THE CITY COUNCIL OF THE COLONY, TEXAS, APPROVING A PARTICIPATION AGREEMENT BETWEEN THE CITY OF THE COLONY AND THE COMPTROLLER OF PUBLIC ACCOUNTS, ACTING THROUGH THE TEXAS TREASURY SAFEKEEPING TRUST COMPANY, A TRUSTEE OF TEXPOOL PRIME, A TEXAS LOCAL GOVERNMENT INVESTMENT POOL, FOR THE PURPOSE OF INVESTING IN A PUBLIC FUNDS INVESTMENT POOL CREATED UNDER THE PUBLIC FUNDS INVESTMENT ACT AND THE CITY OF THE COLONY'S INVESTMENT POLICY, WHICH IS ATTACHED HERETO AND INCORPORATED HEREIN AS EXHIBIT A; AUTHORIZING THE MAYOR TO EXECUTE SUCH AGREEMENT; PROVIDING FOR THE DESIGNATION AND AUTHORIZATION OF EMPLOYEES FOR THE TRANSMITTING FOR INVESTMENT AND WITHDRAWAL OF FUNDS, ISSUING LETTERS OF INSTRUCTION AND OTHER DUTIES APPROPRIATE FOR INVESTMENT OF LOCAL FUNDS; PROVIDING FOR THE DESIGNATION AND AUTHORIZATION OF EMPLOYEE FOR THE DEPOSIT AND WITHDRAWAL OF LOCAL FUNDS INTO SAID POOLS; AND PROVIDING AN EFFECTIVE DATE WHEREAS, the Interlocal Cooperation Act authorizes a local government to contract with a state agency to perform governmental functions, including investment of public funds; and WHEREAS, the Public Funds Investment Act (hereinafter "Act") provides for the creation of a public funds investment pool in which a governmental investing entity may invest its funds and to which the entity may delegate, by contract, the authority to hold legal title as custodian of investments purchased with its local funds; and WHEREAS, the TexPool Prime invests in investments approved by the Public Funds Investment Act and The Colony's Investment Policy; and WHEREAS, the Texas State Comptroller is sole officer, director and shareholder of the Trust Company that is the Trustee of TexPool Prime; and WHEREAS, TexPool Prime invests in commercial papers which have a higher yield than government securities which TexPool concentrates in; and WHEREAS, the City has determined that entering into the Participation Agreement, which is attached hereto and incorporated herein as Exhibit B, will earn the City a higher yield, diversify its portfolio and would be in the best interest of the City. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: TM 30861.76.000 Section 1. That the City Council hereby approves a Participation Agreement between the City of The Colony and the Comptroller of Public Accounts, acting through the Texas Treasury Safekeeping Trust Company, a Trustee of TexPool Prime, a Texas Local Government Investment Pool, for the purpose of investing in a public funds investment pool created under the Public Funds Investment Act and the City of The Colony's Investment Policy, which is attached hereto and incorporated herein as Exhibit A; and, that the Mayor is authorized to execute such agreement for the purposes recited therein. Section 2. That the City of The Colony hereby authorizes the following named persons to act as the authorized representatives on behalf of the City to transmit for investment and to withdraw funds from time to time, issue letters of instruction and to take such other actions deemed necessary or appropriate for investment of local funds: Rebecca Koo Gwen Mansfield Section 3. That the City of The Colony further authorizes the named person to act as authorized representative to deposit and withdraw local funds into the said Pool funds: Becky Betancourt Section 4. That this resolution shall take effect immediately from and after its passage. PASSED AND APPROVED by the City Council of the City of The Colony, Texas, this j day of. 2008. APPROVED: Jo nn Dillard, Mayor C of The Colony, Texas ATTEST: ristie Wilson, TRMC, City Secretary e~P. APPROV D AS TO FO W °u Robert E. Hager, City orney P~ (REH/cdb) (09/10/0 TM 30861.76.000 EXHIBIT B An Inw-Antirnt Service fie flubik Fands Resolution Authorizing Participation in TexPool/TexPool Prime and Designating Authorized Representatives WHEREAS, 1 - ~+E C-OL-00"J ("Participant") is a local government or stake agency of the State of Texas and is empowered to delegate to the public funds investment pools the authority to invest funds and to act as custodian of investments purchased with local investment funds; and WHEREAS, it is in the best interest of the Participant to invest local funds in investments that provide for the preservation and safety of principal, liquidity, and yield consistent with the Public Funds Investment Act; and WHEREAS, the Texas Local Government Investment Pools (`°TexPooUTexPool Prime"), public funds investment pools, were created on behalf of entities whose investment objectives in order of priority are preservation and safety of principal, liquidity, and yield consistent with the Public Funds Investment Act. NOW THEREFORE, be it resolved as follows: A. That Participant shall enter into a Participation Agreement to establish an account in it's name in TexPooVrexPool Prime, for the purpose of transmitting local funds for investment in TexPooUTexPool Prime. B. That the individuals, whose signatures appear in this Resolution, are authorized representatives of the Participant and are each hereby authorized to transmit funds for investment in TexPooUTexPool Prime and are each further authorized to withdraw funds from time to time, to issue letters of instruction, and to take all other actions deemed necessary or appropriate for the investment of local funds. List of the authorized representatives of the Participant. These individuals will be issued P.I.N. numbers to transact business via the phone ,with a Participant Service Representative. 1. Name it ~ ~ d E CL' ~ 0 Title i~,O R KD CE NZECToi~- Phone/Fax/Email (c L~[) 9 d ~a [ a3 13 r koo ~c~a~ olo~y+ZC Signature dt2 so v 2. Name Title o, IJG (~lA 1JRG E.~ Phone./Fax/Email 1, 04-1 • 3 I yy /g-la C1 - x313 J11 4 MZI57Y1 A a Signature LCD of yt C . so V 3. Name P)FC-Y-\0 1 ETROCR( 1 P-r Title AOC Q1 1 }.7`C~7:> F CPA) V CAPW:) ORIGINALS REQUIRED TEX - ENROLL Phone/Fax/Email Qr t% ov SignatureL a-)A List the name of the Authorized Representative provided above that will have primary responsibility for performing transactions and receiving confirmations and monthly statements under the Participation Agreement. 1 _ y Name: In addition and at the option of the Participant, one additional authorized representative can be designated to perform inquiry only of selected information. This limited representative cannot make deposits or withdrawals. If the Participant desires to designate a representative with inquiry rights only, complete the following information. 4. Name Title Phone/Fax/Email C. That this resolution and its authorization shall continue in full force and effect until amended or revoked by the Participant, and until TexPool/TexPool Prime receives a copy of any such amendment or revocation. This resolution is hereby introduced and adopted by the Participant at its regular/special meeting held on the Day of ' . 20 ~ i - NAME OF i PAR TICI ANT BY: Signatur Printed Name Title y ATTEST: Sig e Printed Na e Title Fj ' :OFFICIAL SEAL ORIGINALS REQUIRED TEX - ENROLL TExiL An Investment Service for Public Fluids Texas Local Government Investment Pool TexPool Prime Participation Agreement PREAMBLE This participation agreement (the "Agreement") is made and entered into by and between the Comptroller of Public Accounts (the "Comptroller"), acting through the Texas Treasury Safekeeping Trust Company (the "Trust Compan Trustee of TexnPool Prime, a Texas Local Government Investment Pool, and - {TV d F -74E l-1p LXOD (the "Participant"). WHEREAS, the Interlocal Cooperation Act, TEX GOV'T CODE ANN, ch. 791 authorizes a local government to contract with a state agency to perform governmental functions, including investment of public funds; WHEREAS, the Public Funds Investment Act, TEX. GOV'T CODE ANN. ch. 2256 (the "Investment Acts") provides for the creation of a public funds investment pool in which a governmental investing entity may invest its funds and to which the entity may delegate, by contract, the authority to hold legal title as custodian of investments purchased with its local funds; WHEREAS, the Trust Company is a special purpose trust company authorized pursuant to TEX. GOV'T CODE ANN. § 404.103 to receive, transfer and disburse money and securities belonging to state agencies and local political subdivisions of the state and for which the Comptroller is the sole officer, director and shareholder; WHEREAS, TexPool Prime is a public funds investment pool, which funds are invested in certain eligible investments as more fully described hereafter; WHEREAS, the Participant has determined that it is authorized to invest in a public funds investment pool created under the Investment Acts and to enter into this Agreement; WHEREAS, the Participant acknowledges that the Trust Company is not responsible for independently verifying the Participant's authority to invest under the Investment Acts or to enter this Agreement; WHEREAS, the Participant acknowledges that the performance of TexPool Prime is not guaranteed by the State of Texas, the Comptroller, or the Trust Company and that there is no secondary source of payment for the pool; and WHEREAS, in an effort to ensure the continued availability of an investment pool as a vehicle for investment of local government funds and simultaneously provide for enhancement in services and potential decreases in management and administrative fees, Participant and Trust Company desire to provide in this Agreement that the Trust Company may obtain private professional investment management and related services. NOW THEREFORE, for and in consideration of the mutual promises, covenants and agreements herein contained, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree with each other as follows: ORIGINALS REQUIRED Page 1 TEX - ENROLL ARTICLE I. DEFINITIONS "Account" shall mean any account or accounts, established by the Participant in TexPool Prime in accordance with this Agreement and the Operating Procedures (as defined herein), which Account represents an undivided beneficial ownership in TexPool Prime. "Authorized Investments" shall mean those investments which are authorized by the Investment Act (as herein defined) for investment of public funds. "Authorized Representative(s) of the Participant" shall mean any individual who is authorized to execute documents and take such other necessary actions under this Agreement as evidenced by the duly enacted Resolution of the Participant. "Authorized Representative(s) of the Trust Company" shall mean any employee of the Comptroller or Trust Company who is designated in writing by the Comptroller or the Trust Company's Chief Executive Officer to act as the authorized Trust Company representative for purposes of this Agreement and shall include employees of any private entity performing the obligations of the Comptroller under this Agreement. "Board" shall mean the advisory board provided for in the Investment Act (as defined below). "Fund" shall mean the 10 V E5 -Ty\ i Fund created and established pursuant to Section 4.01 hereof. "Investment Act" shall mean the Public Funds Investment Act, TEX. GOVT CODE ANN. ch. 2256, as amended from time to time. "Investment Policy" shall mean the written TexPool Prime Investment Policy, as amended from time to time, relating to the investment and management of funds in TexPool as established by the Trust Company consistent with the Investment Act. "Letter of Instruction" shall mean a written authorization and direction to the Trust Company signed by an Authorized Representative of the Participant. "Operating Procedures" shall mean the written procedures established by the Trust Company describing the management and operation of TexPool Prime, and providing for the establishment of, deposits to and withdrawals from the Accounts, as amended from time to time. "Participant" shall mean any entity authorized by the Acts to participate in a public funds investment pool that has executed this Agreement pursuant to a Resolution. "Resolution" shall mean the resolution adopted by the governing body of a local governmental entity authorizing the entity's participation in TexPool Prime and designating persons to serve as Authorized Representatives of the Participant. ORIGINALS REQUIRED Page 2 TEX - ENROLL ARTICLE II. GENERAL ADMINISTRATION Section 2.01. TexPool Prime Defined. (a) TexPool Prime is a public funds investment pool created pursuant to the Investment Acts. (b) Subject to Section 6.10, the Trust Company agrees to manage the Participant's Account in accordance with the Investment Act and the Investment Policy. Section 2.02. Board. (a) The Board is composed of members appointed pursuant to the requirements of the Investment Act. (b) The Board shall advise the Trust Company on the Investment Policy and on various other matters affecting TexPool Prime, and shall approve fee increases. Section 2.03. General Administration. (a) The Trust Company shall establish and maintain the Investment Policy specifically identifying the Authorized Investments consistent with the Investment Act and the general policy and investment goals for TexPool Prime. (b) The Trust Company shall establish and maintain the Operating Procedures, describing the management and operation of TexPool Prime and providing for procedures to be followed for the establishment of, deposits to, and withdrawals from the Accounts and such other matters as are necessary to carry out the intent of this Agreement. (c) The Trust Company shall have the power to take any action necessary to carry out the purposes of this Agreement, subject to applicable law and the terms of this Agreement. Section 2.04. Ownership Interest. Each Participant shall own an undivided beneficial interest in the assets of TexPool Prime in an amount proportional to the total amount of such Participant's Accounts relative to the total amount of all Participant's Accounts in TexPool Prime, computed on a daily basis. Section 2.05. Independent Audit. TexPool Prime is subject to annual review by an independent auditor consistent with Ch. 2256, TEX GOVT CODE ANN. In addition, reviews of TexPool Prime may be conducted by the State Auditor's office and the Comptroller's office. The Trust Company may obtain such legal, accounting, financial or other professional services as it deems necessary or appropriate to assist TexPool Prime in meeting its goals and obj ectives. Section 2.06. Liability. Any liability of the Comptroller, the Comptroller's office, the Trust Company, representatives or agents of the Trust Company, any Comptroller employee, Trust Company or any member of the Board for any loss, damage or claim, including losses from investments and transfers, to the Participant shall be limited to the full extent allowed by applicable laws. The Trust Company's responsibilities hereunder are limited to the management and investment of TexPool Prime and the providing of reports and information herein required. Section 2.07. Disclosure Statement. (a) TexPool Prime is created to function like a money market mutual fund and seeks to maintain a 1.00 net asset value. Performance fluctuates on a daily basis, largely because net earnings fluctuate daily. The performance of TexPool Prime depends on such variables as portfolio quality, average portfolio maturity, type and value of portfolio securities, and changes in interest rates. Primary risk factors include: • Interest Rate Risk. Prices of fixed income securities generally fall when interest rates rise. ORIGINALS REQUIRED Page 3 TEX - ENROLL • Credit Risks. A decline in the credit quality of an issuer can cause the price of a security held by the pool to decrease. (b) Both net earnings and offering price per share are factors in the computation of yield and total return. (c) The assets of TexPool Prime are the only source of payment to Participants. There is no secondary source of payment for the pool, and investment in TexPool Prime is not a deposit or an obligation of any bank, is not endorsed or guaranteed by any bank and is not insured or guaranteed by the U.S. government, The Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency, including the State of Texas. ARTICLE III. PARTICIPATION REQUIREMENTS Section 3.01. The Participation Agreement. The Participant must execute this Agreement and provide a Resolution authorizing participation in TexPool Prime and designating persons to serve as Authorized Representatives of the Participant and any other documents as are required under, and substantially in the form prescribed by, the Operating Procedures before depositing any funds into TexPool Prime. Section 3.02. Operating Procedures (a) The Participant acknowledges receipt of a copy of the Operating Procedures. The Operating Procedures describe in detail the procedures required for the establishment of accounts, deposits to and withdrawals from TexPool Prime, and related information. (b) The Operating Procedures may be modified by the Trust Company as appropriate to remain consistent with established banking practices and capabilities and when such modification is deemed necessary to improve the operation of TexPool Prime. (c) The Participant hereby concurs with and agrees to abide by the Operating Procedures. ARTICLE IV. INVESTMENTS Section 4.01. Investments. All monies held in TexPool Prime shall be invested and reinvested by the Trust Company or Authorized Representatives of the Trust Company only in Authorized Investments in accordance with the Agreement, the Investment Policy and the Investment Act. Participant hereby concurs with any such investment so made by the Trust Company. Available funds of TexPool Prime that are uninvested may be held at the Trust Company's account at the Federal Reserve Bank of Dallas, or any designated custodian account, or with a custodian selected by the Trust Company. All investment assets and collateral will be in the possession of the Trust Company and held in its book-entry safekeeping account at the Federal Reserve Bank, any designated custodian account, or with a custodian selected by the Trust Company. Section 4.02. Failed Investment Transaction. In the extraordinary event that a purchase of securities results in a failed settlement, any resulting uninvested funds shall remain in the Trust Company's Federal Bank of Dallas account, any designated custodian account or with a custodian selected by the Trust Company. If an alternative investment can be secured after the failure of the trade to settle, TexPool Prime will receive all the income earnings, including but not limited to, any compensation from the purchaser failing in the trade and the interest income from the alternative investment. Section 4.03. Investment Earnings and Losses Allocation. All interest earnings in TexPool Prime will be valued daily and credited to the Participant's Accounts monthly, on a pro rata allocation basis. All losses, if any, resulting from the investment of monies in TexPool Prime shall also be allocated on a pro rata allocation basis. All earnings and losses will be allocated to the Participant's Accounts in accordance with generally accepted accounting procedures. ORIGINALS REQUIRED Page 4 TEX - ENROLL Section 4.04. Commingling of Accounts. Participant agrees that monies deposited in TexPool Prime may be commingled with all other monies held in TexPool Prime for purposes of common investment and operational efficiency. However, each Participant will have separate Accounts on the books and records of TexPool Prime, as further provided for in the Operating Procedures. ARTICLE V. FEES, EXPENSES AND REPORTS Section 5.01. Fees and Expenses. The Participant agrees to pay the amount set forth in the fee schedule. Participant agrees that all fees shall be directly and automatically assessed and charged against the Participant's Accounts. The basic service fee shall be calculated as a reduction in the daily income earned, thus only the net income shall be credited to the Participant's Account. Fees for special services shall be charged to each Participant's account as they are incurred or performed. A schedule of fees shall be provided to the Participant annually. Each Participant will be notified thirty (30) days prior to the effective date of any change in the fee schedule. Section 5.02. Reports. A monthly statement will be mailed to the Participant within the first five (5) business days of the succeeding month. The monthly statement shall include a detailed listing of the balance in the Participant's Accounts as of the date of the statement; all account activity, including deposits and withdrawals; the daily and monthly yield information; and any special fees and expenses charged. Additionally, copies of the Participant's reports in physical or computer form will be maintained for a minimum of three prior fiscal years. All records shall be available for inspection at all reasonable hours of the business day and under reasonable conditions. Section 5.03. Confidentiality. The Trust Company and any private entity acting on behalf of the Trust Company for purposes of this Agreement will maintain the confidentiality of the Participant's Accounts, subject to the Public Information Act, TEX GOVT CODE ANN. ch. 552, as amended. ARTICLE VI. MISCELLANEOUS Section 6.01. Notices. Any notices, Letters of Instructions or other information required or permitted to be given hereunder shall be submitted in writing and shall be deemed duly given when deposited in the U.S. mail postage prepaid or successfully transmitted via facsimile addressed to the parties as follows: To the Participant: Participant Name --C-\-T-\j C:)F If+E COL00A Address (n P o 's-C City, State, Zip « Q r71.._D P) V -1-K - Q rJ Telephone Q. L10 Qq - Fax Q 10 Qq CD a (3 To Trust Company with respect to contractual matters or disputes under this Agreement: Texas Treasury Safekeeping Trust Company Attn: TexPool Prime Rusk State Office Building 208 East 10`n Street, Suite 441 Austin, TX 78701 Telephone: (512) 463-5303 FAX No.: (512) 463-0823 ORIGINALS REQUIRED Page 5 TEX - ENROLL To TexPool Prime with respect to operational matters, including enrollment documents; changes to Authorized Representatives; Bank Information Sheets; initiation of deposits or withdrawals of funds; changes to addresses; audit confirmation requests; and account inquiry: TexPool Participant Services CIO Lehman Brothers Attn: Participant Services 600 Travis St., Suite 7200 Houston, TX 77002 Telephone: 1-866-839-7665 (1-866-TEX-POOL) FAX No.: 1-866-839-3291 (1-866-TEX-FAX1) The Participant and the Trust Company agree to notify the other of any change affecting this information and agree that unless and until so notified, the other party shall be entitled to rely on the last information provided. Section 6.02. Taxpayer Identification Number. The Participant's taxpayer identification number assigned by the Internal Revenue Service is: 75 • 1,05 704o?O . The Participant hereby agrees to notify the Trust Company of any change affecting this Taxpayer Identification number and agrees that unless and until so notifies, the Trust Company shall be entitled to rely on same in providing any and all reports or other information necessary or required by the Federal tax laws as amended from time to time. Section 6.03. Severability. If any provision of this Agreement shall be held or deemed to be in fact illegal, inoperative or unenforceable, the same shall not affect any other provision or provisions herein contained or render the same invalid, inoperative or unenforceable to any extent whatsoever. Section 6.04. Execution of Counterparts. This Agreement may be simultaneously executed in several separate counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Section 6.05. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. Venue for any dispute under this Agreement shall be in Travis County, Texas. Section 6.06. Captions. The captions or headings in this Agreement are for convenience only and in no way defined, limit or describe the scope or intent of any provisions, articles or sections of this Agreement. Section 6.07. Amendments. (a) The Trust Company shall advise the Participant in writing of any amendments to this Agreement no less than 45 days prior to the effective date of such amendment. The Participant may ratify the proposed amendment of this Agreement by letter to the Trust Company. If the Participant elects not to ratify the amendment, the Participant may terminate this Agreement in accordance with Section 6.08. In the event the Participant fails to respond in writing to a notice of amendment prior to the effective date of such amendment, this Agreement shall be deemed amended. (b) The Trust Company may revise the Operating Procedures from time to time as it deems necessary for the efficient operation of TexPool Prime. The Participant will be bound by any amendment to the Operating Procedures with respect to any transaction occurring subsequent to the time such amendment takes effect, provided, however, that no such amendment shall affect the Participant's right to cease to be a Participant. Section 6.08. Termination. This Agreement nay be terminated by either party hereto, with or without cause, by tendering 30 days prior written notice in the manner set forth in Section 6.01 hereof. Section 6.09. Term. Unless terminated in accordance with Section 6.08, this Agreement shall be automatically renewed on each anniversary date hereof. ORIGINALS REQUIRED Page 6 TEX - ENROLL 11/20/2008 12;31 #175 P.008/008 0 0 6.10. Limitation of Rights. With the exception of the rights herein expressly conferred nothing in or to be Phed from this Agreement is intended or shall be construed to give any person other than the parties hereto any legal . or equitable right, remedy or claim under or in respect to this Agreement or in any of the covenants, conditions and provisions herein contained. Neither the Comptroller nor the Trust Company shall be liable for any losses from investments made and transfers made in accordance with the procedures set forth in this Agreement. Section 6.11. Assignment. The Trust Company may enter into an agreement with a third party investment manager to perform its obligations and service under this Agreement, provided that such third party manage TexPool Prune according to the Investment Act, Investment Policy and ina manner co~stent Wets~t directed by the Trust Company. The Trust Company also shall have the right to assign its rights and obligations under the Agreement to a third party investment manager if the Trust Company determines that such assignm ent is in the best be in interest of the State and Participants. If a successor pool to TexPooi Prr»te is deemed by the Trust Company to best the best interest of the State and the Participant, the Trust company may take any action it deems necessary to assign its rights and benefits under any third party agreements and transfer the assets from TexPool Prime to any successor pool. In Witness Whereof, the parties hereto have caused this Agreement to be executed as of the dates set forth below, and the Agreement shall be effective as of the latest such date. PARTICIPANT TEXAS TREASURY SAFEKEEPING TRUST COMPANY Comptroller of Pub ' c o Signature , Signature Printed Na h ! lay Printed Name Q~ Title Title Date j i aV D7. Date - CERTIFICATE OF INCUMBENCY The preceding signatory is a duly appointed, acting, and qualified officer of the Participant, who, in the capacity set forth above is authorized to execute this Agreement. IN WITNESS WHEREOF, I have duly executed this certificate as of the ! 20 day of Signature Printed Name e VIP = 4~ Title 4f 0 FF1 CI ORIGINALS REQ Page 7 TEX - ENROLL