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HomeMy WebLinkAboutRES 1998-030 " RESOLUTION NO. 98-30 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS, AMENDING THE RESOLUTIONS AUTHORIZING THE CREATION AND GOVERNING OPERATION OF THE GRAPEVINE HERITAGE FOUNDATION (THE FOUNDATION) BY ADDING THE EXECUTIVE DIRECTOR OF THE CONVENTION AND VISITORS BUREAU AS A PERMANENT MEMBER TO THE HERITAGE FOUNDATION ADVISORY BOARD, ESTABLISHING THE DAY TO DAY WORKING RELATIONSHIP BETWEEN THE CITY AND THE FOUNDATION AND DESIGNATING AND APPOINTING THE CITY MANAGER AS THE CHIEF EXECUTIVE OFFICER OF THE HERITAGE FOUNDATION; AND DECLARING AN EFFECTIVE DATE OF MAY 20, 1998 WHEREAS, the Grapevine Heritage Foundation (the Foundation) (initially referred to as the Historic Preservation and Cultural Resources Foundation) was authorized for creation and operation pursuant to City Council Resolution No. 90-17 approved June 5, 1990; and WHEREAS, subsequent to the charter for a non-profit corporation being issued by the Texas Secretary of State's Office on July 18, 1991 and adoption of original by- laws, the City and the Foundation entered into an agreement dated December 17, 1991 concerning the operation of the Foundation and the City Council approved Resolutions 92-35 and 95-15 altering the make-up of the Foundation Advisory Board; and WHEREAS, the City has provided personnel, funding and office space for the Foundation since its inception; and WHEREAS, the City, after consultation with the Foundation Advisory Board believes it is in the best interest of the citizens, the City and the Foundation that certain changes and clarifications be made as to the make-up of the Foundation Advisory Board, the Chief Executive Officer and the day to day working relationship befinreen the City and the Foundation. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Grapevine, Texas: Section 1. That all matters stated in the preamble are found to be true and L�.A� correct and are incorporated herein as if copied in their entirety. � Section 2. That Section 4 of Resolution No. 90-17, and as amended by Resolution No. 92-35 and Resolution No. 95-15, is hereby amended to read as follows: " "Section 4. The Grapevine Heritage Foundation shall be governed by the following criteria: a. The Advisory Board shall consist of eleven (11) members, one of whom shall be the Executive Director of the Convention and Visitors Bureau (Executive Director). b. All members shall have a demonstrated interest in the preservation and restoration of Grapevine heritage and historic structures and sites and/or in the promotion of Grapevine heritage and historic structures through festivals and cultural events. c. All eleven (11) members shall be appointed by the City council for two (2) year terms. The Executive Director's initial appointment shall be effective as of May 20, 1998 and the initial finro (2) year term for the Executive Director shall commence June 2, 1998. All other ten (10) members shall continue for the term previously appointed to, shall be residents of the City of Grapevine, and shall serve at the will of the City Council. d. The City Manager, or his designee, is hereby appointed the Chief Executive Officer (CEO) of the Foundation. The City Manager's duties and responsibilities as the CEO are governed by the City Charter, City ordinances, City Council and Foundation Advisory Board directives. e. The Chairman of the Board shall be appointed by the Mayor and confirmed by the City Council for a one (1) year term. f. Six (6) members of the Board shall constitute a quorum. The Board shall act on the vote of a majority of those members present. g. The Board shall meet monthly. The Chairman of the Board and the CEO each may call special meetings. h. Ex-Officio non-voting members are the Director of Public Works, Director of Development Services and a member of the Grapevine Historical Society appointed by the City Council. (1) The Foundation's Advisory Board may appoint such other persons as it deems appropriate to serve as ex-o�cio Directors. Each ex-officio Director appointed to the Foundation's Advisory Board shall serve at ,� .,, the will of said Board. No ex-officio Director shall have the right to vote. � RES. NO. 98-30 2 i. The by-laws, and any amendments thereto, and the Articles. of Incorporation, and any amendments thereto, shall be approved in writing by the City Council and the Foundation Advisory Board. j. The Foundation may not be dissolved without the written approval of the City Council and the Foundation Advisory Board. k. The Foundation's proposed and approved annual budget shall be reviewed and approved by the City Council concurrently with the City's annual budget. All amendments to said Foundation budget shall be approved by the City Council and the Foundation Advisory Board. I. Separate bank accounts shall be opened and maintained for and on behalf of the Foundation by the City. The Foundation shall comply with all financial reporting, expenditure and investment requirements of the City including purchases, contracts, sales invoices and audits. The City Manager shall be a cosigner of all Foundation checks. m. All leases, subleases, purchases, and sale of real and personal property, loans and financial commitments shall be approved in writing by the City Council and the Foundation Advisory Board. n. A Property Committee shall be created by the Foundation's Advisory Board and shall advise the CEO on pending issues regarding the ���:a. management and use of Foundation property. o. The City and the Foundation shall enter into a contract concerning the CEO, City Staff, City property and City funds being made available for utilization by the Foundation. p. The Foundation shall comply with the Texas Public Records Act and the Texas Open Meetings Act. q. The City and the Foundation shall take no action that jeopardizes the Foundation's Tax Exempt 501(c) 3 and non-profit corporation status and both entities shall verify that all required and necessary reports are timely filed." Section 3. That this resolution respectfully be submitted to the Grapevine Heritage Foundation for inclusion in its by-laws. Section 4. This Resolution shall take effect as of May 20, 1998. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF ���'�� GRAPEVINE, TEXAS on this the 29th day of June, 1998. � RES. NO. 98-30 3 °������ APPROVED: �. i , .__ , �f , " ..�,,�'�'� _ � r �;:.. William D. Tate Mayor ATTEST: Lin a Huff City Secretary APPROVED AS TO FORM: �.�. _ , John F. Boyle, Jr. City Attorney r fikx?.^�.:vf RES. NO. 98-30 4