[PAGE 1]
AGENDA
4A Economic Development Board
Tuesday, December 17, 2019
5 p.m Regular Meeting
TOWN HALL - 127 N. COLLINS RD.
Page
A. Call Meeting To Order
Mayor calls the meeting to order, states the date and time. State
Councilmembers present and declare a quorum present.
B. Public Forum
The 4A Board of Directors invites citizens to address the Board on any
matter, including items on the agenda, except public hearings that are
included on the agenda. Comments related to public hearings will be
heard when the specific hearing starts. Citizen comments are limited to
three (3) minutes, unless otherwise required by law. The Board is not
permitted to take any action or discuss any item not listed on the
agenda. The Board may choose to place the item on a future agenda.
C. Discussion/Action Items:
3 - 46 1. Discuss, consider and act upon a resolution to take the required actions
to dissolve the Town of Sunnyvale 4A Economic Development
Corporation as per the desires of the citizens of the Town of Sunnyvale
demonstrated in an election held on Nov. 5, 2019.
Agenda Item Report - AIR-19-113 - Pdf
D. Adjourn
All locations identified are in the Town of Sunnyvale unless otherwise
indicated. For a detailed property description, please contact the
Building Official at Town Hall. All items on the agenda are for possible
discussion and action. Please turn off all telephones and handheld
communication devices while in attendance at this meeting.
The Sunnyvale Town Council reserves the right to adjourn into
executive session at any time during the course of this meeting to
discuss any of the matters listed above, as authorized by Texas
Government Code Section 551.071 (Consultation with Attorney),
551.072 (Deliberation about Real Property), 551.073 (Deliberations
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[PAGE 2]
about Gifts and Donations), 551.074 (Personnel Matters), 551.076
(Deliberations about Security Devices), and 551.087 (Economic
Development).
The Town of Sunnyvale is committed to compliance with the Americans
with Disabilities Act (ADA). Reasonable accommodations and equal
access to communications will be provided to those who provide notice
to the Town Secretary at (972)226–7177 at least 48 hours prior to the
meeting.
I hereby certify that the foregoing notice was posted on Dec. 13,
2019, in the following location and remained so posted
continuously for at least 72 hours preceding the scheduled time of
said meeting:
Town Hall at 127 N. Collins Road
_____________________________________________
Rachel Ramsey, Town Secretary
Page 2 of 46

[PAGE 3]
4A Economic Development
Corporation Board of Directors
AGENDA ITEM REPORT
AIR-19-113
To: 4A Economic Development Board
Subject: Discuss, consider and act upon a resolution to take the required actions to
dissolve the Town of Sunnyvale 4A Economic Development Corporation as per
the desires of the citizens of the Town of Sunnyvale demonstrated in an election
held on Nov. 5, 2019.
Meeting: 4A Economic Development Corporation Board of Directors - 17 Dec 2019
Department: Economic Development
Staff Contact: Susan Guthrie, Town Manager
STAFF RECOMMENDATION:
Staff recommends approval.
BACKGROUND INFORMATION:
On Nov. 5, 2019 the residents of the Town of Sunnyvale voted on Proposition A, which said:
Shall the Town of Sunnyvale dissolve the Type A Economic Development Corporation and
cease collecting the sales and use tax for the promotion and development of new and
expanded business enterprises at the rate of one half cent (0.5 cent) and shall the Town of
Sunnyvale adopt a one half cent (0.5 cent) sales and use tax to be deposited in the Town of
Sunnyvale general fund pursuant to Chapter 321 of the Texas Tax Code so that the sales and
use tax rate remains the same?
Proposition A passed by a majority of voters by receiving 871 more votes in favor of Proposition A
than opposed to Proposition A. Proposition A received 1,047 votes in favor (85.61%) and 176 votes
against (14.39%).
Following the passage of the measure, Staff consulted with Legal Counsel and the Town Auditor to
determine the necessary steps to dissolve the 4A Economic Development Corporation. They are:
(a) Hold Election (Complete on Nov. 5, 2019)
(b) Canvas Election Results (Completed on Nov. 14, 2019)
(c) Report Results of Election to State Comptroller’s Office as per Section 321.405
(Completed on Nov. 21, 2019)
(d) EDC Continues Operations and Disposes of Assets and Apply Proceeds to Outstanding
Obligations. TEX. LOC. GOV’T CODE ANN. § 504.353(a)(2).
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[PAGE 4]
(e) When all Obligations Have Been Satisfied Notify Comptroller’s Office. Once all obligations
are satisfied, the EDC must notify the Comptroller’s office and Comptroller must cease
collection of taxes “after the last day of the first calendar quarter beginning after the date of
notification.” TEX. LOC. GOV’T CODE ANN. § 504.260(b). See also¸ Op. Tex. Att’y Gen. No.
JC-0553 (2002).
(f) When all Obligations Have Been Satisfied Transfer Remaining Assets to City. “When the
last of the Type A corporation's obligations are satisfied, any remaining assets of the
corporation shall be transferred to the authorizing municipality, and the existence of the
corporation is terminated.” TEX. LOC. GOV’T CODE ANN. § 504.353(b).
(g) File Certificate of Termination with Secretary of State. “When the last of the Type A
corporation's obligations are satisfied, any remaining assets of the corporation shall be
transferred to the authorizing municipality, and the existence of the corporation is terminated.”
TEX. LOC. GOV’T CODE ANN. § 504.353(b). See also¸ Op. Tex. Att’y Gen. No. JC-0553
(2002) at 5. See, Secretary of State Form No. 652.
https://www.sos.state.tx.us/corp/forms/652_boc.pdf .
Currently, Town Staff have completed items A, B and C. The action today will authorize the Town
Manager and Finance Department to create an “escrow or reserve” account where all assets of the
4A Economic Development Corporation will be transferred. Current obligations and those that arise
from agreements previously entered into by the 4A will be satisfied from this escrow account.
(Allowed for per Attorney General Opinion JC – 0553).
Following the transfer of all funds into the escrow account, the Town will retain adequate funding to
meet all 4A obligations in said account (Estimated at less than $700,000). Funds in surplus of the
identified amount will be transferred to a General Fund account at a future date (estimated at $2.36
million). At a meeting scheduled in January 2020 the Town Council will provide policy direction on
the assigned use of said funds. (See Attachment A for current balances and estimated future
payments). Additionally, at the January meeting the Council will also direct Staff on the percent
allocation of new sales tax collections into Public Safety and Roads accounts.
Council will also authorize the Town Manager to file the certification of termination with the Secretary
of State following the transfer of funds to the escrow account.
FINANCIAL IMPACT:
Total budgeted expenses: $617,336.38
Total budgeted revenues: $484,510.00
Projected fund balance: $2,419,779.86
ATTACHMENTS:
4A EDC Dissolution Packet
4A EDC Dissolution Chart
Signed Res. 19-45
Resolution 19-48
Page 2 of 44 Page 4 of 46

[PAGE 5]
4A ECONOMIC DEVELOPMENT CORPORATION
Revenues
Special Assessments $ 53,260.00
Sales Tax receipts (thru March 2020 ) $ 431,250.00
($71,875 monthly budgeted sales tax)
Total Budgeted Revenues $ 484,510.00
Expenses
Incentives $ 190,417.00
Bond Bridge Payments $ 347,740.41
Transfer In General Fund $ 15,000.00
Labor and Benefits (remaining 19‐20 budget) $ 56,836.47
Legal Services (remaining 19‐20 budget) $ 7,342.50 ($607.50 invoice in house for November services)
Total Budgeted Expenses $ 617,336.38
Current Fund Balance (November 30, 2019) $ 2,696,356.24
Less current Sales Tax accruals (Oct and Nov) $ (143,750.00)
Net Revenue/Expenses $ (132,826.38)
Projected Fund Balance (March 2020) $ 2,419,779.86
Page 3 of 44 Page 5 of 46

[PAGE 6]
Type A - Incentive Listing Summary
Non-Assigned
Incentives - #91-691-9424 Budget Amount - $500,000
Business Amount Amount Paid to Date Balance Notes
CoCreate $25,000.00 $0.00 $25,000.00
Chick fil A $25,000.00 $0.00 $25,000.00
Hope Coffee $20,000.00 $0.00 $20,000.00
Hope Development Partners $187,500.00 $93,750.00 $93,750.00 Paid $93,750 - 05/23/19 - #1898
Vince Hagan $10,000.00 $10,000.00 $0.00 Paid 08/22/19 - #1918
Total $267,500.00 $103,750.00 $163,750.00
Sales Tax Reimbursement
Sales Tax Reimbursement
Business Amount Not to Exceed Amount Paid to Date Balance Notes
Baker's Ribs $26,667.00 $0.00 $26,667.00
Total $26,667.00 $0.00 $26,667.00
Total Committed $294,167.00
Paid to Date $103,750.00
Total Remaining $190,417.00
Page 4 of 44 Page 6 of 46

[PAGE 7]
Series 2013 General Obligation Refunding Bonds ‐ 4A Payments @ 19%
Date Payment Schedule
02/15/2020 31,081.63
08/15/2020 4,082.63 35,164.26
02/15/2021 32,582.63
08/15/2021 3,655.13 36,237.76
02/15/2022 34,055.13
08/15/2022 3,199.13 37,254.26
02/15/2023 34,549.13
08/15/2023 2,807.25 37,356.38
02/15/2024 36,057.25
08/15/2024 2,308.50 38,365.75
02/15/2025 38,408.50
08/15/2025 1,767.00 40,175.50
02/15/2026 39,767.00
08/15/2026 1,197.00 40,964.00
02/15/2027 40,147.00
08/15/2027 612.75 40,759.75
02/15/2028 41,462.75 41,462.75
08/15/2028
Remaining balance (2020‐2028) 347,740.41
Page 5 of 44 Page 7 of 46

[PAGE 8]
12-09-2019 09:57 AM TOWN OF SUNNYVALE PAGE: 1
REVENUE & EXPENSE REPORT (UNAUDITED)
AS OF: DECEMBER 31ST, 2019
91 -4A SALES TAX CORPORATION
FINANCIAL SUMMARY 25.00% OF FISCAL YEAR
CURRENT CURRENT YEAR TO DATE % OF BUDGET
BUDGET PERIOD ACTUAL BUDGET BALANCE
____________________________________________________________________________________________________________________________
REVENUE SUMMARY
5100-TAXES 915,760.00 0.00 143,750.00 15.70 772,010.00
5500-OTHER REVENUES 17,000.00 0.00 2,571.50 15.13 14,428.50
TOTAL REVENUES 932,760.00 0.00 146,321.50 15.69 786,438.50
============== ============== ============== ======= ==============
EXPENDITURE SUMMARY
91-4A SALES TAX CORPORATI 1,223,374.00 ( 229.27) 218,069.52 17.83 1,005,304.48
TOTAL EXPENDITURES 1,223,374.00 ( 229.27) 218,069.52 17.83 1,005,304.48
============== ============== ============== ======= ==============
REVENUES OVER/(UNDER) EXPENDITURES ( 290,614.00) 229.27 ( 71,748.02) ( 218,865.98)
Page 6 of 44 Page 8 of 46

[PAGE 9]
12-09-2019 09:57 AM TOWN OF SUNNYVALE PAGE: 2
REVENUE & EXPENSE REPORT (UNAUDITED)
AS OF: DECEMBER 31ST, 2019
91 -4A SALES TAX CORPORATION
25.00% OF FISCAL YEAR
CURRENT CURRENT YEAR TO DATE % OF BUDGET
REVENUES BUDGET PERIOD ACTUAL BUDGET BALANCE
____________________________________________________________________________________________________________________________
5100-TAXES
91-5111 INTERGOVERNMENTAL TRANSFER IN 53,260.00 0.00 0.00 0.00 53,260.00
91-5140 SALES TAX RECEIPTS 862,500.00 0.00 143,750.00 16.67 718,750.00
TOTAL 5100-TAXES 915,760.00 0.00 143,750.00 15.70 772,010.00
5300-PERMITS, FEES & FINE ______________ ______________ ______________ _______ ______________
5500-OTHER REVENUES
91-5510 INTEREST EARNED 17,000.00 0.00 2,571.50 15.13 14,428.50
TOTAL 5500-OTHER REVENUES 17,000.00 0.00 2,571.50 15.13 14,428.50
____________________________________________________________________________________________________________________________
TOTAL REVENUES 932,760.00 0.00 146,321.50 15.69 786,438.50
============== ============== ============== ======= ==============
Page 7 of 44 Page 9 of 46

[PAGE 10]
12-09-2019 09:57 AM TOWN OF SUNNYVALE PAGE: 3
REVENUE & EXPENSE REPORT (UNAUDITED)
AS OF: DECEMBER 31ST, 2019
91 -4A SALES TAX CORPORATION
91-4A SALES TAX CORPORATI 25.00% OF FISCAL YEAR
CURRENT CURRENT YEAR TO DATE % OF BUDGET
DEPARTMENTAL EXPENDITURES BUDGET PERIOD ACTUAL BUDGET BALANCE
____________________________________________________________________________________________________________________________
LABOR AND BENEFITS
91-691-6000 WAGES & SALARIES 50,050.00 0.00 6,968.37 13.92 43,081.63
91-691-6002 TMRS 5,050.00 0.00 783.66 15.52 4,266.34
91-691-6004 PAYROLL TAXES 3,830.00 0.00 552.23 14.42 3,277.77
91-691-6005 EMPLOYEE INSURANCE 3,780.00 ( 319.27) 319.27 8.45 3,460.73
91-691-6009 CAR/MILEAGE ALLOWANCE 3,000.00 0.00 250.00 8.33 2,750.00
TOTAL LABOR AND BENEFITS 65,710.00 ( 319.27) 8,873.53 13.50 56,836.47
SUPPLIES AND MATERIALS ______________ ______________ ______________ _______ ______________
CONTRACTUAL SERVICES
91-691-6371 PROMOTIONAL SERVICES 20,000.00 0.00 1,493.25 7.47 18,506.75
TOTAL CONTRACTUAL SERVICES 20,000.00 0.00 1,493.25 7.47 18,506.75
TRAINING/DUES/SUBSCRIPT
91-691-6512 GENERAL OFFICE SUPPLIES 3,000.00 0.00 0.00 0.00 3,000.00
91-691-6513 DUES, SUBSCRIPTIONS, MEMBERSHI 8,000.00 0.00 0.00 0.00 8,000.00
TOTAL TRAINING/DUES/SUBSCRIPT 11,000.00 0.00 0.00 0.00 11,000.00
CAPITAL OUTLAYS & PROJEC
91-691-6751 LEGAL SERVICES 7,500.00 90.00 157.50 2.10 7,342.50
91-691-6755 BOND BRIDGE PAYMENTS 35,164.00 0.00 0.00 0.00 35,164.00
91-691-6830 OUTSIDE TRAINING EXPENSE 7,000.00 0.00 350.00 5.00 6,650.00
91-691-6831 LOCAL BUSINESS EVENTS (BRE) 10,000.00 0.00 0.00 0.00 10,000.00
91-691-6890 OTHER MISCELLANEOUS EXPENSE 2,000.00 0.00 1,279.24 63.96 720.76
91-691-6891 TRANSFERS OUT INDIRECT COSTS 15,000.00 0.00 0.00 0.00 15,000.00
TOTAL CAPITAL OUTLAYS & PROJEC 76,664.00 90.00 1,786.74 2.33 74,877.26
CAPITAL-TOWN IMPROVEMENT
91-691-9211 TOWN BEAUTIFICATION 100,000.00 0.00 0.00 0.00 100,000.00
TOTAL CAPITAL-TOWN IMPROVEMENT 100,000.00 0.00 0.00 0.00 100,000.00
MARKETING & INCENTIVES
91-691-9422 CAPITAL IMPROVEMENTS 450,000.00 0.00 205,916.00 45.76 244,084.00
91-691-9424 INCENTIVES 500,000.00 0.00 0.00 0.00 500,000.00
TOTAL MARKETING & INCENTIVES 950,000.00 0.00 205,916.00 21.68 744,084.00
CAPITAL-PARK/REC IMPROVEM ______________ ______________ ______________ _______ ______________
____________________________________________________________________________________________________________________________
TOTAL 91-4A SALES TAX CORPORATI 1,223,374.00 ( 229.27) 218,069.52 17.83 1,005,304.48
____________________________________________________________________________________________________________________________
TOTAL EXPENDITURES 1,223,374.00 ( 229.27) 218,069.52 17.83 1,005,304.48
============== ============== ============== ======= ==============
REVENUES OVER/(UNDER) EXPENDITURES ( 290,614.00) 229.27 ( 71,748.02) ( 218,865.98)
Page 8 of 44 Page 10 of 46

[PAGE 11]
12-09-2019 09:08 AM TOWN OF SUNNYVALE PAGE: 4
REVENUE & EXPENSE REPORT (UNAUDITED)
AS OF: DECEMBER 31ST, 2019
91 -4A SALES TAX CORPORATION
91-4A SALES TAX CORPORATI 25.00% OF FISCAL YEAR
CURRENT CURRENT YEAR TO DATE % OF BUDGET
DEPARTMENTAL EXPENDITURES BUDGET PERIOD ACTUAL BUDGET BALANCE
____________________________________________________________________________________________________________________________
91-691-6831 LOCAL BUSINESS EVENTS (BRE) 10,000.00 0.00 0.00 0.00 10,000.00
91-691-6890 OTHER MISCELLANEOUS EXPENSE 2,000.00 0.00 1,279.24 63.96 720.76
91-691-6891 TRANSFERS OUT INDIRECT COSTS 15,000.00 0.00 0.00 0.00 15,000.00
91-691-6912 BUSINESS DEVELOPMENT/MARKETING 0.00 0.00 0.00 0.00 0.00
TOTAL CAPITAL OUTLAYS & PROJEC 76,664.00 90.00 1,786.74 2.33 74,877.26
CAPITAL-TOWN IMPROVEMENT
91-691-9211 TOWN BEAUTIFICATION 100,000.00 0.00 0.00 0.00 100,000.00
91-691-9213 PARKS & TRAILS 0.00 0.00 0.00 0.00 0.00
TOTAL CAPITAL-TOWN IMPROVEMENT 100,000.00 0.00 0.00 0.00 100,000.00
MARKETING & INCENTIVES
91-691-9422 CAPITAL IMPROVEMENTS 450,000.00 0.00 205,916.00 45.76 244,084.00
91-691-9423 MARKETING 0.00 0.00 0.00 0.00 0.00
91-691-9424 INCENTIVES 500,000.00 0.00 0.00 0.00 500,000.00
91-691-9425 SUNNYVALE CHAMBER SUPPORT/MEMB 0.00 0.00 0.00 0.00 0.00
91-691-9426 INCENTIVES ASSIGNED 0.00 0.00 0.00 0.00 0.00
TOTAL MARKETING & INCENTIVES 950,000.00 0.00 205,916.00 21.68 744,084.00
CAPITAL-PARK/REC IMPROVEM
91-691-9728 LAND ACQUISITION 0.00 0.00 0.00 0.00 0.00
91-691-9729 TRANSFER OUT - LAND 0.00 0.00 0.00 0.00 0.00
TOTAL CAPITAL-PARK/REC IMPROVEM 0.00 0.00 0.00 0.00 0.00
____________________________________________________________________________________________________________________________
TOTAL 91-4A SALES TAX CORPORATI 1,223,374.00 ( 229.27) 218,069.52 17.83 1,005,304.48
____________________________________________________________________________________________________________________________
TOTAL EXPENDITURES 1,223,374.00 ( 229.27) 218,069.52 17.83 1,005,304.48
============== ============== ============== ======= ==============
REVENUES OVER/(UNDER) EXPENDITURES ( 290,614.00) 229.27 ( 71,748.02) ( 218,865.98)
Page 9 of 44 Page 11 of 46

[PAGE 12]
1_ OFFICE OF THE ATTORNEY GENERAL . STATE OF TEXAS
JOHN CORNYN
September 12,2002
The Honorable Warren Chisum Opinion No. JC-0553
Chairman
Committee on Environmental Regulation Re: Whether a creating unit must review a
Texas House of Representatives development corporation’s dissolution plan when
P.O. Box 2910 the corporation is dissolving under article 5 190.6,
Austin, Texas 78768-2910 section 4A(k) of the Revised Civil Statutes, and
related question (RQ-0527-JC)
Dear Representative Chisum:
You ask about the City of Pampa’s (the “City”) role in dissolving the Pampa Economic
Development Corporation (the “PEDC”), which voters have decided by election to dissolve under
article 5 190.6, section 4A(k) of the Revised Civil Statutes.* See TEX. REV. CIV. STAT. ANN. art.
5190.6, 9 4A(k) (V emon Supp. 2002). In particular, you question whether the PEDC’s dissolution
plan, “including, but not limited to, the terms of the sale of assets,” is subject to the City’s approval.
Request Letter, supra note 1, Attachment at 1. Because a municipality that has created an economic
development corporation has general authority to supervise and control the corporation, we conclude
that the PEDC’s dissolution plan must be reviewed by the City. See TEX. REV. CIV. STAT.A NN. art.
5 190.6, $5 21,23(a)( 12) (Vernon Supp. 2002). Significantly, however, a creating municipality, or
creating “unit,” may not prevent an economic development corporation that is dissolving pursuant
to section 4A(k) from accomplishing its statutory duty to “dispose of its assets and apply the
proceeds to satisfy [its] obligations.” Id. 8 4A(k); see id. 8 2( 13) (defining “unit” to include city that
“may create and utilize a corporation”).
You also ask whether the PEDC may establish “a reserve account . . . to meet future financial
commitments after” it has paid its outstanding obligations. Request Letter, supra note 1, Attachment
at 3. We assume, by the term “reserve account,” you refer to an account like an escrow account. See
BLACK’SL AW DICTIONARY5 65 (7th ed. 1999) (listing “reserve account” as synonym for “escrow”).
We conclude that neither article 5 190.6 nor the Non-Profit Corporation Act, chapter 9 of the Revised
Civil Statutes, precludes the PEDC from establishing an escrow account as a way of satisfying its
‘See Letter from Honorable Warren Chisum, Chair, Committee on Environmental Regulation, Texas House of
Representatives, to Honorable John Comyn, Texas Attorney General (Mar. 25,2002) (on file with Opinion Committee)
[hereinafter Request Letter]; see also Letter from Don R. Lane, Attorney at Law, Pampa, Texas, to Honorable Warren
Chisum, Texas House of Representatives at 2-3 (Mar. 22, 2002) (attachment to Request Letter) (on file with Opinion
Committee) [hereinafter Attachment].
Page 10 of 44 Page 12 of 46

[PAGE 13]
The Honorable Warren Chisum - Page 2 (JC-0553)
obligations. See TEX.R EV.C IV.S TAT.A NN. ch. 9 (Vernon 1997), art. 5 190.6 (Vernon 1987 & Supp.
2002).
According to facts you provide, City voters elected to dissolve the PEDC on November 6,
2001. See Request Letter, supra note 1, Attachment at 1. The PEDC, now in the process of
dissolving, has “several notes payable relating to projects” it had funded prior to the election; various
assets, including notes receivable, a commercial building subject to a lease with an option to
purchase, a section of land that the PEDC purchased for a minimal sum from Celanese Ltd.: a 213-
acre tract of land, and some personal property. See id. One PEDC project may have possible future
financial obligations that “may accrue because of increased employment criteria after all of the
[PEDC’s] indebtedness . . . is satisfied.” Id.
Based on these facts, you ask two questions:
LDoestheCity.. . , as the creating unit, have approval authority over the
plan of dissolution of the PEDC including, but not limited to, the terms of the sale
of assets?
2. May a reserve account be established to meet future financial commitments
after the outstanding obligations have been paid?
Id. at 1’3. Because the PEDC is a development corporation established under article 5 190.6, section
4A of the Revised Civil Statutes, we begin by setting out article 5 190.6’s relevant provisions. See
TEX. REV. CIV. STAT. ANN. art. 5 190.6,§ 4A (Vernon Supp. 2002); accord Tex. Att’y Gen. LO-97-
061, at 1.
Article 5 190.6, the “Development Corporation Act of 1979” (the “Act”), see TEX. REV. CIV.
STAT. ANN. art. 5 190.6, 5 1 (Vernon 1987)’ permits a municipality, county, or district (a “unit”) to
create an industrial development corporation generally to promote and develop business and
commercial enterprises in the area on the unit’s behalf. Id. $0 3, 4(a) (Vernon Supp. 2002).
Provisions generally applicable to an industrial development corporation link the corporation closely
to its creating unit. In particular, section 21 requires a creating unit to supervise the corporation:
“The unit will approve all programs and expenditures of the corporation and annually review any
financial statements of the corporation, and at all times the unit will have access to the books and
records of the corporation.” Id. 5 2 1. And, while an industrial development corporation has “all of
the rights, powers, privileges, authority, and functions given” to a nonprofit corporation incorporated
under the Texas Non-Profit Corporation Act, article 1396 of the Revised Civil Statutes, to the extent
that the Non-Profit Corporation Act does not conflict with the Act, its powers are “subject at all
times to the [creating unit’s] control.” Id. 8 23(a)(12). Indeed, the creating unit generally may
2Materials you sent with your request state that the PEDC paid $10 for the real property, but a copy of the
contract between Celanese Ltd. and the PEDC indicates that the price was $1. Compare Request Letter, supra note 1,
Attachment at 1 with Sales Contract between Celanese Ltd. and PEDC 7 3 (Nov. 18, 1999) (on file with Opinion
Committee).
Page 11 of 44 Page 13 of 46

[PAGE 14]
The Honorable Warren Chisum - Page 3 (JC-0553)
resolve to “terminate and dissolve the corporation” at “any time . . . in its sole discretion.” Id. fj 34
(Vernon 1987).
Section 4A, which was inserted into the Act in 1989, applies particularly to industrial
development corporations created by a municipality “located in a county with a population of
500,000 or fewer; or [, in certain circumstances] . . . with a population of fewer than 50,000.” Id.
emon Supp. 2002); see Act of May 27, 1989,71st Leg., R.S., ch. 877, 8 2’1989
§ Wa)W(2) (V
Tex. Gen. Laws 3 87 1’3871-73. “The corporation has the powers and is subject to the limitations
of a corporation created under other provisions of this Act. To the extent of a conflict between this
section and another provision of this Act, this section prevails.” TEX.R EV.C IV.S TAT.A NN. art.
5 190.6, 5 4A(h)(l) (V emon Supp. 2002). If a majority of the creating municipality’s electorate
authorizes the city to levy a sales-and-use tax to benefit the corporation, the municipality collects the
tax and delivers “the proceeds to the corporation to use in carrying out its functions.” Id. 8 4A(d),
(I). The corporation may be dissolved by a vote of the electorate:
On petition of [ten] percent or more of the registered voters of the city
requesting an election on the dissolution of the corporation, the governing body shall
order an election on the issue at the next available uniform election date . . . . If a
majority of voters voting on the issue approve the dissolution, the corporation shall
continue operations only as necessary to pay the principal of and interest on its bonds
and to meet obligations incurred before the date of the election and, to the extent
practicable, shall dispose of its assets and apply the proceeds to satisfy those
obligations. When the last of the obligations is satisfied, any remaining assets of the
corporation shall be transferred to the city, and the corporation is dissolved. A tax
imposed under this section may not be collected after the last day of the first calendar
quarter beginning after notification to the comptroller by the corporation that the last
of its obligations is satisfied.
Id. 8 4A(k); see also id. $9 34’35 (Vernon 1987) (authorizing creating municipality to dissolve the
corporation “[a]t any time . . . in its sole discretion” and authorizing the corporation to dissolve itself
when it has fulfilled its purpose); cf: id. 8 4B(o) (V emon Supp. 2002) (providing for dissolution of
certain industrial development corporations in cities located in county with population of 750,000
or more, or with a population of 400,000 or more).
You ask whether a corporation’s plan of dissolution, including the terms of sales of assets,
must be reviewed and approved by the creating unit. See Request Letter, supra note 1, Attachment
at 1. This issue requires us to consider whether a development corporation’s specific duty under
section 4A(k) to “dispose of its assets and apply the proceeds to satisfy [its] obligations” conflicts
with the creating unit’s duty to control the development corporation under article 5 190.6’s general
provisions. See TEX.R EV.C IV.S TAT.A NN. art. 5 190.6,§ 4A(b)( 1) (Vernon Supp. 2002) (providing
that, to extent section 4A conflicts with another provision of article 5 190.6, section 4A prevails).
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[PAGE 15]
The Honorable Warren Chisum - Page 4 (JC-0553)
We conclude that the two duties do not conflict. Rather, the duties may be harmonized so
that the creating unit retains control over the dissolution, although it may not thereby interfere with
the industrial development corporation’s duty to dispose of its assets and satisfy its obligations.
A creating unit retains control and responsibility over the corporation. Cf: Gaut v. Amarillo
Econ. Dev. Corp., 921 S.W.2d 884,887 (Tex. App.-Austin 1996, no writ) (per curiam) (stating that
industrial development corporation’s “broad powers” are subject to creating unit’s control).
Specifically, a development corporation is “subject at all times” to the creating unit’s control. TEX.
REv.CIV.STAT.ANN.~~51~9.0 .6,§23(a)(12)(V emon Supp. 2002); see also id. 8 34 (Vernon 1987)
(authorizing creating unit to dissolve corporation); HOUSE COMM. ON WAYS & MEANS, BILL
ANALYSIS,Te x. S.B. 971, 71st Leg., R.S. (1989) (stating that industrial development corporation
would be within city council’s “total control”).
Nevertheless, a creating unit may not use its duty to review and approve to interfere with the
development corporation’s duty to dispose of its assets and to satisfy its obligations. Section 4A(k)
of the Act requires a corporation that is dissolving under that section “to the extent practicable, to
dispose of its assets and apply the proceeds to satisfy [its] obligations.” TEX.R EV.C IV.S TAT.A NN.
art. 5 190.6, 8 4A(k) (Vernon Supp. 2002). Thus, the development corporation must dispose of its
assets, at least to the extent necessary to satisfy its obligations. Moreover, the development
corporation should dispose of its real property in exchange for a fair market value. C$ Tex. Att’y
Gen. Op. No. JC-0109 (1999) at 2 (stating that 4B development corporation may not sell property
acquired with sales-and-use tax proceeds for less than the property’s fair market value).
In this way, both a creating unit’s statutory duty and a development corporation’s statutory
duty are harmonized. Thus, for example, a creating unit may approve one means of disposing of a
particular asset but not another, where both will allow the development corporation to satisfy its
obligations, or the creating unit may disapprove of the development corporation’s plans for disposing
of a particular asset where the corporation can satisfy its obligations without disposing of the asset.
You ask next whether a “reserve” or escrow account may be established to meet the PEDC’s
“future financial commitments.” Request Letter, supra note 1, Attachment at 3. You provide facts
indicating that after the PEDC settles all of its other obligations and when it is otherwise ready to
dissolve, it may have “one project” with “future financial commitments” that the PEDC may be
unable to complete. Id. According to the City, the “future financial commitments are determinable
since they are based on a fixed dollar amount on fixed numbers of increased employment.” Id.
Furthermore, you tell us, if the City were to continue to collect sales-and-use tax revenue under
article 5 190.6, section 4A(d) on behalf of the PEDC to pay future obligations, the amount of tax
revenue “would far exceed the amount necessary to fund this future amount.” Id.
Section 4A(k) permits a dissolving development corporation to “continue operations only
as necessary to pay the principal of and interest on its bonds and to meet obligations incurred before
the” dissolution election, and, “to the extent practicable,” to “dispose of its assets and apply the
proceeds to satisfy” its obligations. TEX.R EV.C IV.S TAT.A NN.a rt. 5 190.6’9 4A(k) (Vernon Supp.
2002). When the corporation has “satisfied” the last of its obligations, it must transfer “any
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[PAGE 16]
The Honorable Warren Chisum - Page 5 (JC-0553)
remaining assets” to the city, “and the corporation is dissolved.” Id. A sales-and-use tax imposed
to benefit the corporation under section 4A(d) “may not be collected after the last day of the first
calendar quarter beginning after” the corporation notifies the comptroller that it has satisfied “the
last of its obligations.” Id.
The Texas Non-Profit Corporation Act, chapter 9 of the Revised Civil Statutes, to which an
industrial development corporation is also subject to a certain extent, similarly requires a dissolving
nonprofit corporation to pay, satisfy, and discharge all liabilities and obligations. See TEX. REV. CIV.
STAT. ANN. art. 1396-6.02 (Vernon 1997); see also id. art. 5190.6, 8 23 (Vernon Supp. 2002)
(endowing corporation with all rights, powers, privileges, authority, and functions given to nonprofit
corporation created under Texas Non-Profit Corporation Act except to the extent the Non-Profit
Corporation Act is inconsistent with Act). Likewise, once a dissolving nonprofit corporation
has paid, discharged, or made “adequate provision” for its liabilities and obligations, it must file
articles of dissolution with the Texas Secretary of State. Id. art. 1396-6.05(A) (Vernon
supp. 2002)’ * accord OFFICEOFTHSEE CRETAROY FS TATE,C ORPORATIONSSE CTIONF, ORMNO. 603:
ARTICLES OF DISSOLUTION NON-PROFIT CORPORATION (revised 9/99), available at
http://www.sos.state.tx.us/corn/forms/603 .pdf.
We conclude that neither the Act nor the Non-Profit Corporation Act preclude the PEDC
from establishing an escrow account to meet calculable future financial obligations. Establishing
such an account is one means by which a dissolving corporation may “satisfy” its obligations under
section 4A(k). Once these obligations are satisfied, the corporation must notify the comptroller
accordingly and must cease the collection of taxes “after the last day of the first [subsequent]
calendar quarter.” TEX. REV. CIV.S TAT. ANN. art. 5190.6, 9 4A(k) (Vernon Supp. 2002).
Establishing an escrow account also is one “practicable” method by which the corporation may
“dispose of its assets” and discharge its obligations. This conclusion appears to comport with the
PEDC’s Articles of Incorporation, which require the corporation, in the event of dissolution, to
transfer ownership of its assets to the City after satisfying or “providing for the satisfaction of debts
and claims.” ARTICLESO F INCORPORATIOONF P AMPAE CONOMICD EVELOPMENTC ORPORATION,
INC.a rt. XII (Apr. 20’1992). We assume that establishing an escrow account is consistent with the
corporation’s contractual obligations, as well.
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[PAGE 17]
The Honorable Warren Chisum - Page 6
(JC-0553)
SUMMARY
An industrial development corporation that is dissolving
under article 5 190.6, section 4A(k) of the Revised Civil Statutes must
submit its dissolution plan to the corporation’s creating unit for its
review and approval. See TEX. REV. CIV. STAT. ANN. art. 5190.6, 4
4A(k) (Vernon Supp. 2002). But the creating unit may not use its
approval power to prevent the development corporation from
performing its statutory duty to, “to the extent practicable, . . .
dispose of its assets and apply the proceeds to satisfy” the
corporation’s obligations. Id. Neither article 5 190.6 nor the
Non-Profit Corporation Act preclude an industrial development
corporation from establishing an escrow account to meet calculable
future financial commitments.
4Yo s-v +truly fv
JOkN COkrrYN
Attorney General of Texas
HOWARD G. BALDWIN, JR.
First Assistant Attorney General
NANCY FULLER
Deputy Attorney General - General Counsel
SUSAN DENMON GUSKY
Chair, Opinion Committee
Kymberly K. Oltrogge
Assistant Attorney General, Opinion Committee
Page 15 of 44 Page 17 of 46

[PAGE 18]
Termination of an EDC:
(a) Election Day.
(b) Canvas Election Results. The Town Council would need to canvas the election results by
resolution or ordinance. The resolution or ordinance needs to contain the items enumerated
in Section 321.405(a) of the Texas Tax Code.
- the date of the election;
- the proposition on which the vote was held;
- the total number of votes cast “for” and “against” the proposition; and
- the number of votes by which the proposition was approved.
(c) Report Results of Election to State Comptroller’s Office. The Town Secretary would then
send the canvassing order to the State Comptroller's office. Section 321.405(b) of the
Texas Tax Code provides that the Town needs to send by certified or registered mail to the
State Comptroller's office the following:
- certified copy of resolution or ordinance declaring election results; and
- along with a map of the Town clearly showing its boundaries.
- Per email from Aubrey Mashburn, State Comptroller’s office dated 11/8/2019, indicated
she needed the following: (1) the canvassing order or resolution; and (2) a sample ballot is
helpful if one is available to send. She indicated these documents could be emailed to her,
faxed to her, or sent certified mail.
Aubrey Mashburn
Tax Allocation Section
Texas Comptroller of Public Accounts
111 E. 17th Street
Austin, TX 78701
Office Direct 512-463-9634
Office Toll Free 800-531-5441 ext 39634
Fax 888-908-6545 or 512-936-5315
Aubrey.Mashburn@cpa.texas.gov
(d) EDC Continues Operations and Disposes of Assets and Apply Proceeds to Outstanding
Obligations. “If a majority of voters voting on the issue at an election held under Section
504.351 approve the termination, the Type A corporation shall: (1) continue operations
only as necessary to pay the principal of and interest on the corporation's bonds and to meet
obligations incurred before the date of the election; and (2) dispose of the corporation's
assets and apply the proceeds to satisfy obligations described by Subdivision (1), to the
extent practicable.” TEX. LOC. GOV’T CODE ANN. § 504.353(a)(2).
(e) When all Obligations Have Been Satisfied Notify Comptroller’s Office. Once all
obligations are satisfied, the EDC must notify the Comptroller’s office and Comptroller
must cease collection of taxes “after the last day of the first calendar quarter beginning
Page 16 of 44 Page 18 of 46

[PAGE 19]
after the date of notification.” TEX. LOC. GOV’T CODE ANN. § 504.260(b). See also¸ Op.
Tex. Att’y Gen. No. JC-0553 (2002) at 5.
(f) When all Obligations Have Been Satisfied Transfer Remaining Assets to City. “When the
last of the Type A corporation's obligations are satisfied, any remaining assets of the
corporation shall be transferred to the authorizing municipality, and the existence of the
corporation is terminated.” TEX. LOC. GOV’T CODE ANN. § 504.353(b).
(g) File Certificate of Termination with Secretary of State. “When the last of the Type A
corporation's obligations are satisfied, any remaining assets of the corporation shall be
transferred to the authorizing municipality, and the existence of the corporation is
terminated.” TEX. LOC. GOV’T CODE ANN. § 504.353(b). See also¸ Op. Tex. Att’y Gen.
No. JC-0553 (2002) at 5. See, Secretary of State Form No. 652.
https://www.sos.state.tx.us/corp/forms/652_boc.pdf .
Page 17 of 44 Page 19 of 46

[PAGE 20]
Sec. 504.353. TERMINATION OF EXISTENCE OF CORPORATION.
(a) If a majority of voters voting on the issue at an election
held under Section 504.351 approve the termination, the Type A
corporation shall:
(1) continue operations only as necessary to pay the
principal of and interest on the corporation's bonds and to meet
obligations incurred before the date of the election; and
(2) dispose of the corporation's assets and apply the
proceeds to satisfy obligations described by Subdivision (1), to
the extent practicable.
(b) When the last of the Type A corporation's obligations are
satisfied, any remaining assets of the corporation shall be
transferred to the authorizing municipality, and the existence
of the corporation is terminated.
(c) A tax imposed under this chapter may not be collected after
the last day of the first calendar quarter that begins after the
Type A corporation notifies the comptroller that the last of the
corporation's obligations has been satisfied.
Sec. 504.260. LIMITED SALES AND USE TAX FOR SPECIFIC PROJECT.
(a) At an election held under Section 504.251 or 504.258, the
authorizing municipality may also allow the voters to vote on a
ballot proposition to limit the use of the sales and use tax to a
specific project. If an authorizing municipality elects to limit
the use of the tax to a specific project, in the ballot proposition
prescribed by Section 504.256 or 504.261 a description of the
project shall be substituted for the words "new and expanded
business enterprises."
(b) When the last of a Type A corporation's obligations have been
satisfied regarding the specific project for which the sales and
use tax was limited, the corporation shall send to the comptroller
a notice stating that the sales and use tax imposed for the
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[PAGE 21]
specific project may not be collected after the last day of the
first calendar quarter beginning after the date of notification.
A sales and use tax imposed for a specific project under this
section may not be collected after the last day of the first
calendar quarter beginning after the date of the notification to
the comptroller. The state shall forward revenue collected after
the obligations for the specific project have been satisfied to
the governing body of the authorizing municipality to be used to
pay current bonded indebtedness of the municipality.
(c) A Type A corporation created to perform a specific project
under this section may retain its corporate existence and perform
any other project approved by the voters of the authorizing
municipality at an election held under Section 504.251 or 504.258.
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[PAGE 22]
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[PAGE 23]
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[PAGE 24]
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[PAGE 25]
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[PAGE 26]
4A EDC DISSOLUTION PROCESS
4A EDC ASSETS - CASH (as of 11/30/19)
Checking Money Market Texstar
Total Cash
Account Account Account
$2,561,554.77
$884,926.67 $1,372,362.22 $304,265.88
4A EDC BUDGETED COMMITMENTS
Bond Bridge Transfer In Gen Labor and
Incentives Legal Services Total Expenses
Payments Fund Benefits
$190,417.00 $7,342.50 $617,336.38
$347,740.41 $15,000 $56,836.47
Vote by 4A EDC toclose accounts and transfer funds into newlycreated 4A
EDC Escrow Account for 4A budgeted commitments
Vote by 4AEDC Board to dissolve 4A EDC
Notificationsent to Comptroller that funds have been transferred to an
escrow account to satisfy any remaining 4A EDC commitments and to
cease collection of taxes for 4A as of March 31, 2020
Transferremaining 4A funds (cash balance less reserve amount for
commitments) into newly created Transfer In General Fund from 4A EDC
Account
Cash Account Balance -$2,561,554.77
Less reserve for Commitments -$700,000.00
Remaining Balance -$1,861,554.77
(4A Escrow account continues to receive sales tax receipts allocated to 4A
thru March 31, 2020)
TownCouncil sets Policy for use of remaining funds
Page 24 of 44 Page 26 of 46

[PAGE 27]
Page 25 of 44 Page 27 of 46

[PAGE 28]
Proposition A.
Termination of the Sunnyvale 4A Development Corporation (Type A) and its associate
sales tax; and the adoption of a local salesand use tax in the Town of Sunndyvale at a
rate of one and one-half '15) percent. This would result in no net change in the total
sales tax rate.
,O47 85.61
For
76 14.39%
Against
SECTION4. That Proposition A received 871 more votes infavor of Proposition Athan
opposed to Proposition A, and therefore Proposition A passed.
SECTION 5. That if any part or parts of this Resolution are found to be invalid or
unconstitutionalby a court having competent jurisdiction, then such invalidity or
unconstitutionality shall not affect the remaining parts hereof and such remaining parts
shall remain in full force and effect, and to that extent this resolution is considered
severable.
PASSED,
ADOPTEDANDAPPROVEDthis the 14"‘day of November, 2019.
Saji George, Mayor
ATTEST:
../
J
Rachel Ramsey, Town Secretary
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[PAGE 29]
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