HomeMy WebLinkAboutR-1993-05
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RESOLUTION 93-05
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LA PORTE, TEXAS, AUTHORIZING
EXECUTION OF AN INTERLOCAL INVESTMENT AGREEMENT FOR PARTICIPATION IN THE LONE
STAR INVESTMENT POOL.
WHEREAS, the City of La Porte, Texas ,is a political subdivision of the State
of Texas (the "Participant") and is empowered to delegate to a public funds
investment pool the authority to invest funds, to act as a custodian of
investments purchased with local investment funds; and
WHEREAS, the Inter10ca1 Cooperation Act, Chapter 791 of the Government Code
(formerly Article 4413(32c), Vernon's Texas Civil Statutes, as amended), and
Article 4413(34c), Vernon's Texas Civil Statutes, as amended (collectively, the
"Act"), permit any "local government" to contract with one or more other "local
governments" to perform "governmental functions and services," including
investment of public funds through "public funds investment pools" (as such
phrases are defined in the Act);
WHEREAS, the Act authorizes the contracting parties to any inter10ca1
agreement to contract with agencies of the State of Texas, within the meaning of
Chapter 771 of the Government Code.
WHEREAS, the Act permits the contracting parties to any inter10ca1 agreement
to create an administrative agency to supervise the performance of such
inter10ca1 agreement and to employ personnel and engage in other administrative
activities and provide other administrative services necessary to execute the
terms of such inter10ca1 agreement;
WHEREAS, the City of La Porte (the "Government Entity") is a local government
or an agency of the State of Texas within the meaning of the Act and desires to
enter into that certain Inter10ca1 Investment Agreement (the "Agreement"), a copy
of which is presented with this Resolution and is incorporated herein by
reference, and become a participant in a public funds investment pool created
thereunder and known as the Lone Star Investment Pool (the "Pool") sponsored by
the Texas Association of School Boards ("TASB");
WHEREAS, the Government Entity desires to designate the Pool as its agency
and instrumentality with authority, through its Board of Trustees (the "Board"),
to supervise performance of the Agreement, employ personnel and engage in other
administrative activities and provide other administrative services necessary to
execute the terms of the Agreement;
WHEREAS, each capitalized term used in this Resolution and not otherwise
defined has the same meaning assigned to it in the Agreement;
NOW, THEREFORE, BE IT RESOLVED:
1. The Agreement is hereby approved and adopted and, upon execution thereof
by an Authorized Representative (defined below) and receipt of the
Government Entity's application to join the Pool by the Administrator, the
Government Entity shall become a Participant in the Pool for the purpose
of investing its available funds therein from time to time in accordance
with its terms.
2. The Pool is hereby designated as an agency and instrumentality of the
Government Entity, the Board is hereby designated as the governing body of
the Fool and the Pool, througn t'ne Board;- shall have the authorit:y to
supervise performance of the Agreement, employ personnel and engage in
other administrative activities and provide other administrative services
necessary to execute the terms of the Agreement.
3. The investment policies of the Pool, as set forth in the Statement of
Investment Policy, as summarized in the Information Statement, and as may
be amended from time to time by the Board, are hereby adopted as investment
policies of the Government Entity with respect to money invested in the
Pool, and any existing investment policies of the Government Entity in
conflict therewith shall not apply to investments in the Pool.
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4. The following officers, officials or employees of the Government Entity
are hereby designated as "Authorized Representatives," within the meaning
of the Agreement, with full power and authority to: execute the Agreement,
an application to join the Pool and any other documents required to
become a Participant; deposit money to and withdraw money from the
Government Entity's Pool account from time to time in accordance with the
Agreement and the Information Statement; and take all other actions deemed
necessary or appropriate for the investment of funds of the Government
Entity:
Name
Title
Linda Stubbs
finance Officer
Si~tu~;(a-- .
Signature d~ S ~
Name
Title
Jeff Litchfield
Director of Finance
Name
Ti tle
Rick Over~aard
Cash Manag:er
Signature
Jed
In accordance with Pool procedures, an Authorized Representative shall
promptly notify the Pool of any changes in who is serving as Authorized
Representatives.
5. In addition to the foregoing Authorized Representatives, each Investment
Officer of the Pool appointed by the Board from time to time is hereby
designated as an investment officer of the Government Entity and, as such,
shall have responsibility for investing the share of Pool assets
representing funds of the Government Entity.
This resolution is hereby introduced and adopted by the Participant at its
regular meeting held on the 1st day of March, 1993.
City of La Porte
By 4/~k
, Norman Ma one, Mayor -
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City Attorney
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THIS INTERLOCALINVESfMENT AGREEMENT (together with any amendments and supplements, referred
to as this "Agreemenf') is made and entered into by and among each of those local governments initially executing this
Agreement and any other local government that becomes a party hereto (collectively, the "Participants').
WHEREAS, the Interlocal Cooperation Act, Article 4413(32c), Vernon's Texas Civil Statutes, as amended,
and Article 4413(34c), Vernon'sTexas Civil Statutes, as amended (collectively, the "Act') , permit any "local government"
to contract with one or more other "local governments" to perform "governmental functions and services," including
investment of public funds through "public funds investment pools" (as such phrases are defined in the Act);
WHEREAS, the Act permits the contracting parties to any interlocal agreement to create an administrative agency
to supervise the performance of such interlocal agreement and to employ personnel and engage in other administrative
activities and provide other administrative services necessary to execute the terms of such interlocal agreement;
WHEREAS, each of the Participants is a local government under the Act;
WHEREAS, the Participants desire to establish and maintain a public funds investment pool as their agency and
instrumentality pursuant to the Act for the purpose of pooling their local funds for joint investment in accordance with the
Act and the terms hereof;
WHEREAS, the Participants desire that the Pool be managed and operated in a manner consistent with the
management and operation of the Texas School Cash Management Program adopted by the Texas Association of School
Boards;
WHEREAS, each of the Participants has duly taken all official action necessary and appropriate to become a party
to this Agreement, including the adoption of a resolution;
NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements contained herein,
the Participants mutually agree as follows:
ARTIClE I
Definitions and Rules of Construc~ion
Section 1.01. Definitions. Except as otherwise provided in this Agreement. the capitalized terms used herein
shall have the following meanings unless the context otherwise requires:
Account - any account established by a Participant and representing an undivided beneficial interest of such
Participant in the Pool.
Act - the Interlocal Cooperation Act, Article 4413(32c). Vemon's Texas Civil Statutes, and Article 4413(34c),
Vernon's Texas Civil Statutes, as the same may be amended from time to time.
Additional Party Agreement - a document which, when attached to a copy of this Agreement and
executed by an Authorized Representative of a Local Government. constitutes a valid and binding counterpart of this
Agreement by which such Local Government becomes a Participant. substantially in the form attached hereto as an
Appendix.
RECEI'''-''
MAR 0 5 "j~;~3
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Administrator- the Texas Association of School Boards, Inc., a Texas nonprofit corporation, or any other person,
firm or organization approved by the Board and under contract with the Pool to provide administrative assistance in
connection with the management and operation of the Pool.
Adviser- the registered investment adviser or advisers selected by or atthe direction of the Board to provide advice
regarding investment of Pool assets pursuant to this Agreement and subject to applicable law.
Authorized Investments - those investments which are authorized from time to time to be purchased, sold and
invested in under the Investment Act.
Authorized lRepresentative - an individual authorized to execute documents and take other necessary actions,
pursuant to this Agreement, on behalf of a Local Government or other person, firm or organization, as evidenced by a
duly adopted resolution or bylaw of the governing body of such Local Government or other person, firm or organization,
a certified copy of which is on file with the Administrator. In the case of a Local Government that is a combination of
political subdivisions under the Act, the Authorized Representatives of any administrative agency appointed by such
combination of political subdivisions shall be deemed to be Authorized Representatives for such Local Government
Board - the governing body of the Pool, known as its Board of Trustees.
Bylaws - the bylaws of the Pool, as the same may be amended from time to time, subject to the requirements of
this Agreement
Custodian - the person selected by or at the direction of the Board to have custody of all money, investments and
other assets of the Pool pursuant to this Agreement and subject to applicable law.
Endorser - any person, firm or organization recognized by the Board as an endorser or sponsor of the Pool.
Infonnation Statement - the information statement or any other document distributed to Participants and
potential Participants to provide them with a description of the management and operation of the Pool, as the same may
be amended from time to time, subject to the requirements of this Agreement
InvestmentAct - the Public Funds InvestmentAct, Article 842a-2, Vernon's Texas Civil Statutes, as the same may
be amended from time to time.
Investment Consultant - the person selected by or at the direction of the Board to provide advice regarding (1)
the selection of the Adviser and the Custodian, (2) the terms of the Statement of Investment Policy, and (3) the
performance of the Pool.
lInvestmentOfficer-one or more officers or employees of the Pool designated as investment officers by the Board.
Local Government - a school district; county; home rule city or city, village or town organized under the general
laws of the State; special district; junior college district; any other legally constituted political subdivision of the State; a
combination of political subdivisions (including a combination of political subdivisions by means of an interlocal
agreement governed by the Act); or any other entity that may be included in the definition of "local government" in
the Act
Participants - the Local Governments that are the initial parties to this Agreement and the Local Governments
which subsequently become parties to this Agreement
Pool - the public funds investment pool created pursuant to this Agreement and known as the "Lone Star
Investment Pool."
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Program - the Texas School Cash Management Program sponsored by the Texas Association of School Boards.
Sponsor - the Texas Association of School Boards, a Texas nonprofit association, acting by and through its duly
appointed and acting agents and trustees that administer the Program.
State - the State of Texas.
StatementofllnvestmentPolicy- the written Statement of Investment Policy adopted and approved by the Board
governing investment and management of Pool assets, as the same may be amended from time to time, subject to the
requirements of this Agreement
1.02 General Rules of Construction.
(a) Whenever in this Agreement the context requires: (1) a reference to the singular number shall include the
plural and vice versa; and (2) a word denoting gender shall be construed to include the masculine, feminine
and neuter.
(b) The titles given to any article or section of this Agreement are for convenience only and are not intended to
modify the article or section.
ARTICLE II
Creation of Pool; Purpose and Objective
Section 2.01. Creation of the Pool as an Agency.
(a) The initial Participants hereby create and establish, and all subsequent Participants hereby agree to and accept
the creation of, a public funds investment pool as their agency and instrumentality pursuant to the Act, known
as the "Lone Star Investment Pool" (the "Pool").
(b) The Pool shall hold legal title to and manage all money, investments and other assets transferred to or acquired
by the Pool pursuant to the Act and this Agreement.
(c) As an agency and instrumentality of the Participants, the Pool shall have the authority, through its Board, to
employ personnel, engage in other administrative activities and provide other administrative services
necessary to accomplish the purpose of this Agreement
Section 2.02. Pwpose and Objective.
(a) The purpose of the Pool is to provide Local Governments with an investment vehicle for local funds not
required to be spent immediately and available for investment in securities with maturities and returns
generally greater than those for money market instruments. The general objective of the Pool shall be
to provide Participants with the highest possible rate of return for such funds, while maintaining safety
of principal and providing Participants with the ability to withdraw money from their respective Accounts not
less frequently than once per month.
(b) In order to accomplish the Pool's objective, each Participant agrees that the money transfel,.ed to the Pool will
be commingled with money transferred to the Pool by other Participants for the purpose of making authorized
investments, subject to the terms of this Agreement and the requirements of the Statement of Invest-
ment Policy and applicable law, thereby taking advantage of investment opportunities and cost benefits
available to larger investors.
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ARTIClE ill
Pool AdmiD1is~li'atioll"8
Section 3.01. The Board and the lByIaws
(a) The business and affairs of the Pool shall be managed by the Board as governing body of the Pool and as part
of the Program. The Board is hereby authorized and directed to adopt and maintain Bylaws that are consistent
with the bylaws of the Program (the "Program Bylaws"), except with respect to any provision of the Program
Bylaws which, if adopted as part of the Bylaws, would adversely affect the legal status of the Pool.
(b) The Bylaws shall set forth, among other things, the procedures governing the selection of, and action taken
by, the members of the Board, provided that each voting member of the Board shall be required to be
an employee or elected official of a Participant The Participants shall be subject to the terms of the Bylaws.
Section 3.02. Powers and Duties of the Board.
(a) Subject to applicable law and the terms of this Agreement, the Board shall have full and complete power to take
all actions, do all things and execute all insbuments as it deems necessary or desirable in order to carry out,
promote or advance the investment objective, interests and purposes of the Pool to the same extent as if the
Board was the sole and absolute owner of the Pool.
(b) The Board shall adopt and maintain a Statement of Investment Policy, consistent with the general objective
of the Pool, which shall provide more detailed guidelines for investment and management of Pool assets. The
Board shall, subject to the terms of this Agreement, have the authority to amend any term or provision of the
Statement of Investment Policy, provided that notice is sent to each Participant at least 60 days prior to the
effective date of any change which, in the opinion of the Board, will have a material effect on the Participants'
investment in the Pool.
(c) The Board shall designate one or more Investment Officers for the Pool who shall be responsible for
the investment of Pool assets, provided that no person who is an officer or employee of a regional
planning commission, council of governments or similar regional planning agency created pursuant to
Chapter 391 of the Local Government Code of the State shall be eligible to seIVe as an Investment Officer.
(d) The Board shall prepare, or direct the preparation of, an Information Statement that describes how the Pool
will operate in accordance with the terms of this Agreement and the Statement of Investment Policy. Subject
to the terms of this Agreement and the Statement of Investment Policy, the Information Statement may be
amended or supplemented, provided that notice is sent to each Participantatleast60 days prior to the effective
date of any change described in such amendment or supplement which, in the opinion of the Board, will have
a material effect on the Participant's investment in the Pool.
(e) The Board shall, subject to the limitations established in the Statement of Investment Policy, have full and
complete power and authority to appoint, or direct the appointment of, the following: a Custodian; one or more
Advisers; an Investment Consultant; lawyers; accountants; and any other service providers deemed necessary
or helpfurin the operation of the Pool.
(1) The Board shall have full and complete power to use, or direct the use of, Pool assets for the following
purposes: (1) incur and pay any expenses which, in its opinion, are necessary or incidental to or proper for
carrying out any of the purposes of this Agreement; (2) reimburse others for the payment thereof; (3) pay
appropriate compensation or fees to persons with whom the Pool has contracted or transacted business;
provided, however, the aggregate amount of the foregoing fees and expenses shall be subject to and governed
by any restrictions thereon established by the Board; and (4) charge a Participant's Accountfor any special
fees or expenses related specifically to transactions in such Account
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(g) The Board shall cause financial statements to be prepared and maintained for the Pool and for such statements
to be audited annually by an independent certified public accounting firm.
(11) By agreement, the Board may appoint the Administrator to perform administrative services for the Pool,
provided that the Board shall continue to oversee the operation and management of the Pool and shall have
the authority to direct the Administrator to take or not take specific action on behalf of the Pool.
(i) The enumeration of any specific power or authority herein shall not be construed as limiting the general power
and authority of the Board over the Pool.
Section 3.03. liability.
(a) Neither the Board, the Sponsor, the Investment Officers, the Administrator, any Endorser, nor any officers,
trustees, employees or board members of any of the foregoing shall be held liable for any action or omission
to act on behalf of the Pool or the Participants unless caused by willful misconduct
(b) The Pool shall indemnify and hold harmless (either directly or through insurance) any person referred to in
subsection (a) of this Section, to the extent permitted by law, for any and all litigation, claims or other
proceedings, including but not limited to reasonable attorney fees, costs, judgments, settlement payments
and penalties arising out of the management and operation of the Pool, unless the litigation, claim or other
proceeding resulted from the willful misconduct of such person.
ARTICLE IV
Participation in the Pool
Section 4.01. Interloca1 Investment Agreement. In order for a Local Government to become a Participant
and transfer money into the Pool, each of the following conditions must be satisfied:
(a) The Local Government (including an "administrative agency" acting on behalf of a "combination of political
subdivisions" within the meaning of the Act) must adopt a resolution (1) authorizing it to become a Partici-
pant and approving this Agreement, (2) establishing the Pool as an agency and instrumentality of thePartici-
pant, (3) designating the Board as the governing body of the Pool, (4) approving the investment policies of
the Pool (as amended from time to time by the Board) and directing that any conflicting local investment
policies shall not apply to Pool investments of the Participant, (5) designating Authorized Representatives of
the Participant, and (6) designating the Investment Officers appointed from time to time by the Board as
the Participant's invesbnent officers who shall be responsible for investing the share of Pool assets
representing local funds of the Participant; and
(b) The Local Government (including an "administration agency" acting on behalf of a "combination of political
subdivisions" within the meaning of the Act) must become a party to this Agreement by executing an Ad-
ditional Party Agreement and delivering the same to the Pool, together with a certified copy of the resolution
referred to in subsection (a) of this Section, an application in form and substance satisfactory to the Board and
such other information as may be required by the Board.
Section 4.02. Participant Accounts.
(a) While available local funds of Participants may be commingled for purposes of common investment and
operational efficiency, one or more separate Accounts for each Participant in the Pool will be established and
maintained by the Pool in accordance with the Participant's application to join the Pool.
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(b) Each Participant shall own an undivided beneficial interest in the Pool's assets which shall consist of
the proportional amount that each Account of such Participant bears to the total amount of all Participants'
Accounts.
(c) Unique identifying information shall be assigned with respect to each Account The Participant hereby agrees
that such identifying information shall be required to implement any deposit to or withdrawal from the
Participant's Account The confidentiality of such identifying information shall be maintained by the Pool.
Section 4.03 Information Statement.
(a) The Information Statement shall, among other things, describe in detail the procedures required to effect
deposits to and withdrawals from the Pool.
(b) Each Participant agrees to and accepts all of the provisions of the Information Statement, as in effect
on the date it enters into this Agreement and as the same may be amended from time to time.
Section 4.04 Reports. The Pool shall submit a written report at least once per month to each Participant Such
report will indicate: (1) the balance in each Account of a Participant as of the date of such report, (2) yield information,
and (3) all account activity since the previous report.
ARTICLE V
Pool Assets
Section 5.01. Pool Investments. Pool assets shall be invested and reinvested by the Pool only in Authorized
Invesbnents in accordance with the Statement of Invesbnent Policy.
Section 5.02. Custody. All money, invesbnents and assets of the Pool shall be held in the possession of the
Custodian.
Section 5.03. Pool Valuation and Allocation to Participants. Total assets of the Pool, including invesbnent
earnings thereon, will be valued and allocated to Participants' Accounts on a pro rata allocation basis as further described
in the Information Statement
ARTICLE VI
Miscellaneous
Section 6.01. Severability.
(a) If any provision of this Agreement shall be held or deemed to be illegal, inoperative or unenforceable, the
same shall not affect any other provisions contained herein or render the same invalid, inoperative or
unenforceable to any extent whatsoever.
(b) Any participation in this Agreement or transfer of assets to the Pool that is not qualified for any reason
shall not terminate this Agreement or the participation of other Participants or otherwise adversely affect
the Pool.
Section 6.02. limitation of Rights. This Agreement does not create any right, title or interest for any person
other than the Participants and any person who has a contract to provide services to the Pool, and nothing in or to be
implied from this Agreement is intended or shall be construed to give any other person any legal or equitable right,
remedy or claim under this Agreement
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Section 6.03. Execution of Counterparts. This Agreement may be executed in several separate counterparts,
including by Additional Party Agreement, each of which shall be an original and all of which shall constitute one and the
same instrument
Section 6.04. Applicable law. This Agreement shall be governed by and construed in accordance with the
laws of the State.
Section 6.05. Tennination.
(a) A Participant may terminate itself as a party to this Agreement, with or without cause, by providing written
notice to the Pool at least 60 days prior to such termination.
(b) Upon the vote of a majority of its full membership, the Board may order the termination of this Agreement
by directing that all outstanding operating expenses of the Pool be paid and remaining assets of the Pool
be distributed to Participants in accordance with their respective pro rata interests.
Section 6.06. Tenn. This Agreement shall have an initial term beginning with the effective date set forth below
and ending September 1, 1992 and shall be automatically renewed for one year on such date and each anniversary of such
date, except with respect to any Local Government that may have terminated itself as a Participant or as otherwise
directed by the Board.
Section 6.07. Fiscal Year. The fiscal year for the Pool shall be set forth in the Bylaws.
Section 6.08. Notices. Any notices or other information required or permitted to be given hereunder shall be
sent (a) to the Pool as set forth in the Information Statement, and (b) to a Participant as set forth in its application to
become a Participant or as otherwise provided by written notice to the Administrator.
Section 6.09. Entire Agreement: Amendments. This Agreement represents the entire agreement and
understanding of the Participants. This Agreement may be amended with the approval of a majority of the full
membership of the Board, provided that notice of any such amendment is sent to all Participants at least 60 days prior
to the effective date thereof.
IN WITNESS WHEREOF the initial parties hereto have caused this Agreement to be executed as of the respective
dates set forth below, to become effective of the latest such date.
Houston Independent School District
By: Is/Leonard Sturm 7/11/91
Deputy Superintendent of Finance
Lewisville Independent School District
By: /s/ Tom}. Zimmerer 7/8/91
Asst Superintendent for Business
Humble llndependent School District
By: /s/ Michael Novack 7/9/91
Business Manager
San Antonio Independent School District
By: /s/ Victor Rodriguez 7/22/91
Superintendent
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APPENDIX TO INTERLOCAL INVESIMENT AGREEMENT
Additional Party Agreement
The Government Entity of the State of Texas named below, acting by and through the undersigned Authorized
Representative, hereby agrees to become a party to that certain Interlocal Investment Agreement to which this page is
attached, and thereby become a Participant in the Lone Star Investment Pool, subject to all of the terms and provisions
of such Agreement The undersigned hereby represents that it is a Government Entity within the meaning of the
Information Statement relating to the Lone Star Investment Pool and thereby deemed to be included in the term "Local
Government" as used in such Agreement
Executed this
2nd
day of
March
1993
,
City of La Porte
Name of Government Entity
By:
ture of Authorized Representative
Jeff Litchfield, Director of Finance
Printed Name and TItle
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