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HomeMy WebLinkAbout1996-268J \NPDOCS\ORD\INVEST ORD ORDINANCE NO. qj� 6 AN ORDINANCE APPROVING AND AUTHORIZING THE MAYOR OF THE CITY OF DENTON, TEXAS TO EXECUTE A RESOLUTION AUTHORIZING PARTICIPATION OF THE CITY OF DENTON, TEXAS IN THE TEXAS LOCAL GOVERNMENT INVESTMENT POOL AND DESIGNATING AUTHORIZED REPRESENTATIVES; AND AUTHORIZING THE MAYOR OF THE CITY OF DENTON, TEXAS TO EXECUTE A REVISED PARTICIPATION AGREEMENT BETWEEN THE TEXAS LOCAL GOVERNMENT INVESTMENT POOL AND THE CITY OF DENTON, TEXAS; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, heretofore the City of Denton, Texas has participated in the Texas Local Government Investment Pool ("TexPool"), in order to invest 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 TexPool Participation Agreement has been revised to reflect current statutory references resulting from recent amendments to the Public Funds Investment Act and the constitution- al amendment which abolished the office of the State Treasurer, and transferred the Treasurer's duties and responsibilities to the Comptroller of Public Accounts, effective September 1,1996, and WHEREAS, the detailed operating procedures defining authorized investments, and deposit and withdrawal procedures by wire transfer have been removed from the former Participation Agreement and are documented separately as "Operating Procedures" which will accompany the revised Participation Agreement; thus allowing for future revisions of the procedures, when appropriate, without the necessity of having to amend the Participation Agreement itself, and WHEREAS, the Comptroller of Public Accounts has announced the reduction of management fees payable by TexPool participants; and WHEREAS, in order to comply with the contractual agreements with TexPool, the City is required to pay a management fee to the Comptroller of Public Accounts; and WHEREAS, it is in the best interest of the City of Denton, Texas to invest its local funds in TexPool, and the City desires to continue its participation in TexPool; and WHEREAS, City accordingly desires to approve the revised TexPool Participation Agreement; a Resolution Authorizing Partici- pation in TexPool and Designating Authorized Representatives, as well as a Certificate of Incumbency, as presented to the City Council at the meeting at which this ordinance is considered; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS. SECTION I. That the Resolution Authorizing Participation in TexPool and Designating Authorized Representatives, a copy of which is attached hereto as Exhibit A and incorporated herein for all purposes, is hereby approved in substantially the form and content as set forth in Exhibit A; and that Kathy DuBose, Executive Director of Finance, Harlan Jefferson, Director of Fiscal Opera- tions and Lee Ann Bunselmeyer, Treasury Analyst are hereby appointed and designated as the three representatives of the City and are each authorized to transmit funds for investment in TexPool, 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 SECTION II. That the revised Participation Agreement, a copy of which is attached hereto as Exhibit B and incorporated herein for all purposes, between TexPool and the City, is hereby approved in substantially the form and content as set forth in Exhibit B; and that the Mayor is authorized to execute the same. SECTION III. That the TexPool Certificate of Incumbency, a copy of which is attached hereto as Exhibit C and incorporated herein for all purposes, is hereby approved in substantially the form and content as set forth in Exhibit C; and that the Mayor is authorized to execute the same. SECTION IV. That the expenditure of funds as authorized in the revised Participation Agreement is hereby authorized. SECTION V. That this Ordinance and its authorizations supersede all prior ordinances and resolutions pertaining to the participation of the City in TexPool. SECTION VI. That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the /9A day of 1996 JA MILLER, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY. r 1,614 le APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY BY: / a Resolution Authorizing Participation in TexPool and Designating Authorized Representatives The City of Denton ("Participant") is a local government of the State of Texas and is empowered to delegate to a public funds investment pool the authority to invest funds and to act as custodian of investments purchased with local urvestmeot 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 Imestment Pool ('TexPool"),a public tiinds unmetin t pool, was created on behalf of entities whose investment objectives in order of priority are preservation and safely of principal, liquidity, and yield consistent with the Public Funds Investment Act NOW THEREFORE, be it resolved as follows A That Parttapatit shall enter into a Participation Agreement to establish an account in its mmm in Tvftol, for the purpose of transmitting local fluids for tnvestment in TexPool B That the uxhviduals, whose signatures appear on page 2 of this Resolution, are authorized representatives ofthe Participant and are each hereby authorized to transient funds for investment in TexPool and are each further authorized to withdraw funds Gem tune to time, to issue letters of instruction, and to take all other actions deemed nocessary or appropriate for the investment of local fluids P O Box 12WO • Austin, Texas 70711 2608 • (512) 463.2950 • FAX ($12) 463.=3 06 Ltet of the udhorired reprreeotadves of the Particpant. Tune individuals Wit! be blued P LN members. All ooenrmstions end moathly statemeote wilt be malIed to the attention of the 11rst person LLsted (No. 4 1 Name Harlan L Jefferson- Title Signature Director of Fiscal Operations 2 Name Kathy Du Rnce Title_ Executive Director of Finance Signature 3 Name LeeAnn Bunselmeyer Title IrPac„r)z Analyst Signature B That this resolution and its mdhonzation supacede all prior resolutions and shell continue in hill force and effect until amended or revoked by the Participant. and until TexPool receives a copy of any such amendment or revocation This resolution is hereby introduced and adopted by the Participant at it kreE g� O&r pedal meeting held on the _/LTt--- day 19 (96 NAME OF PARTICIPANT ATTEST City of Denton By Signature Jack Miller Pruned Name Mayor Title S106tute Printed Name Title 1 U OFFICIAL SRAL 0� Texas Local Government Investment Pool Participation Agreement PREAMBLE This participation agreement (the "Agreement") is made and entered into by and between the Comptrol- ler of Public Accounts (the Comptroller ), acting by and on behalf of the Texas Treasury Safekeeping Trust Cora any (the Trust Company ), Trustee of the Texas Local Government Investment Pool (TexPool), and 1Phe City of Denton (the "Participant") WHEREAS, the Participant may have been a party to an earber participation agreement with the Texas State Treasurer (the Treasurer), WHEREAS, the Treasurers ot6ee was abolished on September 1,1996 pursuant to Acts 1995, 74dr L.eg SJ R No 1 and the adoption of a constitutional amendment to Article IV,, § I of the Texas Constitution adopted by the voters on November 7, 1995, WHEREAS, the Participant and the Comptroller desire to enter into this Agreement to replace and supersede any prior participation agreement to properly reflect changes in the Public Funds Investment Act, the abolition of the Treasurer s office and other matters, WHEREAS. the Interlocal Cooperation Act, TEX GOV'T CODE ANN ch 791 and TEX GOWT CODE ANN ch 2256 (the Acts") provide for the creation of public funds investment pools to which any local government may del egate, by contract, the authority to hold legal title as custodian and to make investments purchased with local investment funds, WHEREAS, the Trust Company is a limited 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 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 under die Acts and other applicable law to enter into this Agreement, 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 potential enhancement in services and potential decreases in man agement and administrative fees, Participant and Trust Company desire to provide in this Agreement for the Trust Company to obtain professional private management services and/or a potential assignment of the Trust Company s managerial obligations relative to TexPool NOW THEREFORE, for and in consideration of the mutual promises covenants and agreements herein con tained the receipt and sufficiency of which are hereby acknowledged the parties hereto agree with each other as follows ARTICLE I DEFINITIONS "Account" shall mean any account or accounts, including any sub accounts, established by the Participant in TexPool in accordance with this Agreement and the Operating Procedures (as defined herein), which Account represents an undivided beneficial ownership in TexPool "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(.) of the Trust Company" shall mean any employee of the Comptroller who is designated in writing by the Comptroller to act as the authorized Trust Company representative for purposes of the 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) "Investment Act" shall mean the Public Funds Investment Act, TEX GOV'T CODE ANN ch 2256, as amended from time to time "Investment Policy" shall mean the written TexPool 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 'Utter of Instructions" 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, 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 ex- ecuted an Agreement pursuant to a Resolution "Resolution" shall mean the resolution adopted by the governing body of a local governmental entity authorizing that entity participation in TexPool and designating persons to serve as Authorized Representatives of the Participant ARTICLE II. GENERAL ADMINISTRATION Section 101. TexPool Defined (a) TexPool is a public funds investment pool created pursuant to the 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, and shall approve fee increases 7*7 Section 2 03 General Administration (a) The Trust Company shall establish and maintain the Investment Policy specifically identifying the Authonzed Investments consistent with the Investment Act and the general policy and investment goals for TexPool (b) The Trust Company shall establish and maintain the Operating Procedures describing the management and operation of TexPool 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 Agree ment (c) The Trust Company shall have the power to take any action necessary to carry out the purposes of this Agree ment, subject to applicable law and the terms of the Agreement Section 2 04 Ownership Interest Each Participant shall own an undivided beneficial interest in the assets of TexPool in an amount proportional to the total amount of such Participant's Accounts relative to the total amount of all Participants' Accounts in TexPool, computed on a daily basis Section 2 05 Independent Audit TexPool is subject to annual review by an independent auditor consistent with the Investment Act In addition, reviews of TexPool are required to be conducted by the State Auditor's Office and by the Internal Auditor of the Comptrollers Office The Trust Company may obtain such legal, accounting financial or other professional services as it deems necessary or appropriate to assist TexPool in meeting its goals an objectives Section 2 06 Liability Any liability of the Comptroller, the Comptroller s Office, the Trust Company represen tatives or agents of the Trust Company any Comptroller employee, 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 and the providing of reports and information herein required ARTICLE III PARTICIPATION REQUIREMENTS Section 3 01 The Participation Agreement The Participant must execute this Agreement and provide a Resolu tion authorizing participation in TexPool 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 Section 3 02 Operating Procedures (a) The Participant acknowledges receipt of a copy of the Opeaung Procedures The Operating Procedures describe in detail the procedures required for the establishment of accounts, deposits to and withdrawals from TexPool, and related information by mpany as iate to remain consistent (b) The Operating Procking dures may be practices and capabilities and when such modification isdeemednecessary to improve established banking p the operation of TexPool (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 shall be invested and reinvested by the Trust Cornpanv 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 10 Company TexPool's available funds that are uninvested may be held at the Trust Company's account at the Federal Reserve Bank of Dallas or any designated custodian account All investment assets and collateral will be in the possession of the Trust Company and held in its book -entry safekeeping ai count at the Federal Reserve Bank or any designated custodian account Section 4 02 Failed Investment Transactions 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 Reserve Bank of Dallas account or any designated custodian account If an alternative investment can be secured after the failure of the trade to settle, TexPool 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 will be valued daily and credited to the Participant's Accounts monthly, on a pro rate allocation basis All losses, if any, resulting from the investment of monies in TexPool shall also be allocated on a pro rata allocation basis All earnings and losses will be allocated to the Participants Accounts in accordance with generally accepted accounting procedures Section 4 04 Commingling of Accounts Participant agrees that monies deposited in TexPool may be com- mingled with all other monies held in TexPool for purposes of common investment and operational efficiency However, each Parucipant will have separate Accounts on the books and records of TexPool, 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 Partici- pant 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 noufied thirty (30) days prior to the effective date of any change in the fee schedules Section $.02. Reports The Participant shall be provided a monthly statement 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 acuvity, 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 nummum 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 Parucipant's Accounts, subject to the Public Infor- mation Act, TEX GOV'T CODE ANN ch 552, as amended 1i 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 Address City, State, Zip Telephone City of Denton, Attn Director of Fiscal Operations 215 F_ MrKinney Denton, Texas 76201 817-566-8224 Fax — To the Trust Company Texas Treasury Safekeeping Trust Company Ann TexPool PO Box 12608 Austin, Texas 78711- 2608 Telephone No (512)463-2950 FAX No (512) 463-0823 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 75-6000514 The Participant hereby agrees to notify the Trust Company of any change affecting this Taxpayer Identification number and agrees that unless and until so notified, 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 Sevembility If any provision of this Agreement shall be held or deemed to be in fact illegal inopera- tive 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 O5. 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 define, 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 thus Agreement by letter to the Trust Company In the event 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 periodically revise the Operating Procedures from time to time as it deems necessary for the efficient operation of TexPool 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 _14� Section 6 OS Termination This Agreement may be terminated by either party hereto with or without cause by tendering 30 days poor written nonce in the manner set forth in Section 6 Ol hereof in with section 6 08, this Agreement shall be automatically Section 6 09 Term Unless terminated renewed on each anniversary date hereof enter into an agreement with a third PAY investment man Section 6 10 Assignment The Trust Company may provided that such third Party investment manager shall ager to perform its obligations and services under this Investment in a rights and r consi obligations under the Agreement to a manage TexPool according to rheInvestment so shall havethenghttto assign rt ng manner consistent with that directed by t c Trust Company The Trust Company an he right that such assignment is in the best interest of the State and third party investment manager if the Trust Company the Trust Company to be in the best interest of the State may take any action it deems necessary to assign its rights and benefits under anv participants In the event a successor pool to TexPool is deemed by successor pool The Trust Company will provide and the Participant, the Trust Company from TexPool to thud party agreements and transfer the assetsre such assignment any advance written notice to Participant In Witness Whereof, the parties hereto have caused this Agreement to be executed as of the dates set forth be ow and the Agreement shall be, effective as of the latest such date TEXAS TREASURY SAFEKEEPING TRUST PARTICIPANT COMPANY By Comptroller of Public Accounts BY By Name L �l 4u- Name n� Title r -- Tale aL463 �----- [gate F y / f Date An Invesnnens ServueJor ruNic r unas CERTIFICATE OF INCUMBENCY I, Jennifer Walters hereby certify that Iamthe duly appointed, acting, and qualified City Secretary of the City of Denton and that I am authorized to execute and deliver this Certificate, and I do hereby further certify as follows INCUMBENCY The following person is the duly appointed, acting, and qualified officer of the of Denton below is authorized to execute the TexPool Parucipation Agreement NAME TITLE Jack Miller Mayor who, in the capacity set forth SPECIMEN SIGNATURE IN WITNESS WHEREOF, I have duly executed this certificate as of the day of 19 / Sign Title