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HomeMy WebLinkAboutMarch 6, 2007 Agenda AGENDA CITY OF DENTON CITY COUNCIL March 6, 2007 After determining that a quorum is present, the City Council of the City of Denton, Texas will convene in a Work Session on Tuesday, March 6, 2007 at 5:00 p.m. in the Council Work Session Room at City Hall, 215 E. McKinney Street, Denton, Texas at which the following items will be considered: 1. Receive a report, hold a discussion, and give staff direction regarding the 2006 Comprehensive Annual Financial Report and annual audit. 2. Receive a report, hold a discussion and give staff direction regarding a Downtown Incentive Reimbursement Grant Program. The Economic Development Partnership Board recommends approval (5-0). 3. Requests for clarification of consent agenda items listed on the consent agenda for today's City Council regular meeting of March 6, 2007. NOTE: The City Council reserves the right to adjourn into a Closed Meeting on any item on its Open Meeting agenda consistent with Chapter 551 of the Texas Government Code, as amended, including without limitation, Sections 551.071-551.086 of the Texas Open Meetings Act. However, the Council reserves the right to take action at the meeting regarding any item on the agenda. Regular Meeting of the City of Denton City Council on Tuesday, March 6,2007 at 6:30 p.m. in the Council Chambers at City Hall, 215 E. McKinney Street, Denton, Texas at which the following items will be considered: 1. PLEDGE OF ALLEGIANCE A. U.S. Flag B . Texas Flag "Honor the Texas Flag - I pledge allegiance to thee, Texas, one and indivisible." 2. PROCLAMATIONS/PRESENTATIONS A. Proclamations/Awards 3. CONSENT AGENDA Each of these items is recommended by the Staff and approval thereof will be strictly on the basis of the Staff recommendations. Approval of the Consent Agenda authorizes the City Manager or his designee to implement each item in accordance with the Staff recommendations. The City Council has received background information and has had an opportunity to raise questions regarding these items prior to consideration. Citizens may speak on items listed on the Consent Agenda. A Request to Speak Card should be completed and returned to the City Secretary before Council considers the Consent Agenda. Citizen comments on Consent Agenda items are limited to three minutes. Listed below are bids, purchase orders, contracts, and other items to be approved under the Consent Agenda (Agenda Items A - G). This listing is provided on the Consent Agenda to allow Council Members to discuss or withdraw an item prior to approval of the Consent Agenda. City of Denton City Council Agenda March 6, 2007 Page 2 If no items are pulled, Consent Agenda Items A - G below will be approved with one motion. If items are pulled for separate discussion, they will be considered as the first items following approval of the Consent Agenda. A. Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas and the Denton Parks Foundation to assist with preparation for the 2007 Cinco de Mayo celebration; providing for the expenditure of funds therefor; and providing for an effective date. B. Consider adoption of an ordinance authorizing the City Manager or his designee to execute Change Order One (removing the 5% annual cap on the contract's escalation clause) to the contract between the City of Denton and ABB, Inc.; providing for the expenditure of funds therefor; and providing an effective date (Bid 3282-Change Order One to Three- Year Agreement for Purchase of Medium Voltage Switchgear Buildings). The Public Utilities Board recommends approval ( 4-0). C. Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a purchase order with the Houston-Galveston Area Council of Governments (H-GAC) for the acquisition of a flushing/vacuum combination unit for the City of Denton Wastewater Department by way of an Interlocal Agreement with the City of Denton; and providing an effective date (File 3728-lnterlocal Agreement for Flushing/Vacuum Unit with H-GAC awarded to Hi-Vac Corp/AQUATECH in the amount of $149,278.08). The Public Utilities Board recommends approval (6-0). D. Consider adoption of an ordinance accepting competitive bids by way of an Interlocal Cooperative Purchasing Program Participation Agreement with the Lower Colorado River Authority (LCRA) under Section 271.102 of the Local Government Code, for the purchase of electric distribution cables; providing for the expenditure of funds therefor; and providing an effective date (File 3743- Interlocal Agreement for Purchase of Electric Distribution Cables with LCRA awarded to Techline, Ltd., in the amount of $382,460). The Public Utilities Board recommends approval (4-0). E. Consider adoption of an ordinance of the City of Denton, Texas approving an agreement between the City of Denton and the North Texas Umpire Association; determining a sole source and approving the expenditure of funds for the purchase of certified softball officiating services available from only one source in accordance with the provisions of the state law exempting such purchases from the requirements of competitive bids; and providing an effective date (File 3744- Agreement with North Texas Umpire Association in the amount per game as specified in the agreement for an estimated award of $57,000). F. Consider adoption of an ordinance authorizing the Mayor to approve a second amendment to that certain Economic Development Program Grant Agreement with Teasley Partners, Ltd. to extend the dates of substantial completion of the improvements covered by the grant agreement from December 31, 2006 to June 30, 2007; and providing an effective date. The Economic Development Partnership Board recommends approval (5-0). City of Denton City Council Agenda March 6, 2007 Page 3 G. Consider approval of a resolution appointing members to the Board of Directors of the Industrial Development Authority Board; and providing for an effective date. 4. PUBLIC HEARINGS A. Hold a public hearing and consider adoption of an ordinance approving a Specific Use Permit to allow gas well drilling and production in a floodway. Two gas well development sites are proposed, one is proposed on the east side and the other on the west side of Bonnie Brae south of Roselawn Drive. The development is located within a Neighborhood Residential 2 (NR-2) zoning district. (806-0013 Henderson #1 and #2 Wells) The Planning and Zoning Commission recommends approval (7-0). 5. ITEMS FOR INDIVIDUAL CONSIDERATION A. Consider adoption of an ordinance authorizing the Mayor or his designee to enter into an Interlocal Agreement with Denton County for the County to provide property tax billing and collection services for the City of Denton and to repeal all ordinances to the extent of conflict therewith (the split-payment option for payment of taxes); and providing an effective date. The Audit and Finance Committee recommends approval (3-0). B. Consider nominations/appointments to Boards, Commissions and Committees. 1. Traffic Safety Commission - Council Member Heggins C. Citizen Reports 1. Review of procedures for addressing the City Council. 2. Receive citizen reports from the following: A. Robert Donnelly regarding the Development Code. B. Jordan Hudspeth regarding concerns of Southeast Denton. C. Lanisha Hudspeth regarding concerns of Southeast Denton. D. Hagar Hudspeth regarding concerns of Southeast Denton. E. Willie Hudspeth regarding concerns of Southeast Denton. D. New Business This item provides a section for Council Members to suggest items for future agendas or to request information from the City Manager. E. City Manager's Report F. Possible Continuation of Closed Meeting under Sections 551.071-551.086 of the Texas Open Meetings Act. G. Official Action on Closed Meeting Item(s) under Sections 551.071-551.086 of the Texas Open Meetings Act. City of Denton City Council Agenda March 6, 2007 Page 4 CERTIFICATE I certify that the above notice of meeting was posted on the bulletin board at the City Hall of the City of Denton, Texas, on the day of ,2007 at o'clock (a.m.) (p.m.) CITY SECRETARY NOTE: THE CITY OF DENTON CITY COUNCIL CHAMBERS IS ACCESSIBLE IN ACCORDANCE WITH THE AMERICANS WITH DISABILITIES ACT. THE CITY WILL PROVIDE SIGN LANGUAGE INTERPRETERS FOR THE HEARING IMPAIRED IF REQUESTED AT LEAST 48 HOURS IN ADVANCE OF THE SCHEDULED MEETING. PLEASE CALL THE CITY SECRETARY'S OFFICE AT 349-8309 OR USE TELECOMMUNICATIONS DEVICES FOR THE DEAF (TDD) BY CALLING 1-800- RELAY-TX SO THAT A SIGN LANGUAGE INTERPRETER CAN BE SCHEDULED THROUGH THE CITY SECRETARY'S OFFICE. AGENDA INFORMATION SHEET AGENDA DATE: March 6, 2007 DEP ARTMENT: Finance ACM: Jon Fortune tf SUBJECT Receive a report, hold a discussion, and give staff direction regarding the 2006 Comprehensive Annual Financial Report and annual audit. BACKGROUND Each year, the City hires an independent accounting firm to conduct an audit of the City's basic financial statements. The purpose of the audit is to express an opinion as to whether the City's financial statements present fairly, in all material respects, the financial position of the City. The annual audit report is comprised of three major components, including the Comprehensive Annual Financial Report (CAFR), Management Letter, and Single Audit. The CAFR represents the entire financial position of the City, specifically for the fiscal year ending September 30, 2006. The document includes the independent auditor's opinion of management's representations within the annual report. The auditors have provided the City a clean opinion, which means that in the opinion of KPMG, the City financial statements present fairly, in all material respects, the financial position of the City. The KPMG audit specifically included the following items: . Audit of the City's CAFR in accordance with generally accepted auditing standards . Performance of a Single Audit, which is an audit of the City's expenditures of State and Federal grant awards . Preparation of a letter to management detailing any weaknesses or ideas for improvement identified during the audit . Review of sale of debt security instruments . A review, analysis, and evaluation of the City's financial accounting systems and internal controls The auditor's examination of internal controls was conducted at a level sufficient to gain an understanding of the internal control structure to determine nature, timing, and extent of audit procedures. The auditors did not perform an audit of internal controls, but performed limited tests of internal controls for the purpose stated above. Additionally, the auditors examined, on test basis, evidence supporting amounts and disclosures in the combined financial statements. In an effort to obtain a more thorough review of internal controls, the City recently (January 2007) entered into a contract with Webb Watch Corporation, a separate independent consulting Agenda Information Sheet March 6, 2007 Page 2 firm, to perform a comprehensive data mining analysis in the disbursement areas of the City for the possibility of identifying improvements with the City's internal controls. The scope of this disbursement data analysis will involve the following key data files: Vendor Master File, Disbursement Detail Transactions, Human Resource Master File and Payroll File. Such a comprehensive data mining analysis was not part of the scope of work to be performed by KPMG. At the conclusion of this analysis, the results will be presented to the City Manager and Audit/Finance Committee for consideration and necessary action. PRIOR ACTION/REVIEW This item was presented to the Audit/Finance Committee at their February 19,2007 meeting. EXHIBITS All of the following exhibits have already been provided to the City Council under separate cover. Due to the large number of exhibits, I have not provided an additional copy. However, please let me know if you need a copy of anything and I will get it to you in advance of the meeting. a. KMPG Presentation Materials b. KMPG Letter Dated February 13,2007 c. 2006 Comprehensive Annual Financial Report (CAFR) d. 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City of Denton,. Te,xas Ladies ~nd G~nt.1emen: W ehave :3udited the. financial 'statements 'of the - governmental-activities, the business-type 'activities~ .each .- major fund, and-the aggregate remaining informatjon of t.he City, of_Denton, ,Texas (the:,City) as :of and fOf the, year September 30,' 2006, and -have issued our "report thereon dated FebrUary 2, 2007. Under our. professional standards, -weare. providing- you with- th~- attached -information related. to . the .conduct of our -- . ., audit,. <;)ur Resp~n~ibilit.y, Unde~, Proress~on_I:'I-Sta_nd_ards " We have a .r~sponsibility to conduct our audit of the ,basic .financial statements in accord:ance _with professional- standards. In carrying out this responsibility, we 'planned 'and. performed the aud~t to. obtaln ~easoitabl.e' ,ass.urance ,abou~ 'whether the 'financial statements :are free :of 'material misst~tement, :whether ,. ,. caused by error or fraud. ,Because ,of the ,nature of audit evidence and the characteristics"of fraud,_ we are to obtain . reasonable; not absolute, aSsurance that material- misstatements' 'are-. detected'.' We' have. no . responsib.ility to plan, an9 perform .the ,audit_ to _obtain reasonable aSSllrance that ,misstatements, _whether,,' caused by error or .fraud, that are not mat~rial to the financ~al .state~ents. are detected. In addition, in plannin_g and. performing our audit of the financial statements, we consi-dered internal cOhtrol over financial - reporting (internal control) as a 'basis -for designing our auditing procedures for the purpose of - expressing: our opinion on the: financial statements but _not for: the purpose of expressing, an opinion on the effectiveness of ~he City'~ internal control. Accordingly, we .do not express 'an opi-nion on the .effective-ness of the City"s "internal.control. Significant Accounting 'Policies The' significant. 'accounting policies used by the City are describedjn .Note: 1 to the basic finailclal ,. statements. As- _described-in .Note:.} in order to comply. with th,e requirements- of -U.'S.:generally accepted accounting principles, the City _ adopted GA-SB Statement 42, Accounting and- Financial Reportirig for I1npairmerit -oj' Capital Assets andfor Insurance- Recoveries 'and'GASB :Statemenf44, Economic'Condition .- " Reporting: the _Statistical :Section. ~anag_eD1ent J~d,gments Iln,d Accounting Estimates_ ., The. preparation. of the-basic fi~ancial statement~ .,.requires ,management ,of the- City- to :m~ke :a,number of estimates .and assumptions relating to the reported amounts of assets and- liabilities and the disclosure of contingent assets and liabilities .at the date of the. basic' Jinancial statements and the .reported. amounts 'of' - revenu~s and- expenses ,during the period. KPMG LLP. a u.s. limited liability partnership, is the U.S. , member firm -of .KPMG International, a Swiss cooperative. .",., Audit Co.tJU;11jttee ,,' .. City of,Dento~, Texas Febniaiy ]3, .2007 Page 2. Management has made. the following si~ificant judgments and estimates' th.at can affect fair prese.ntati?D in the bas:jc.financial statements: ,.. , . The allowance for uncollectible re.ceivables for property taxes and utility services . . The disclosure :of the fair value of financial instruments . The useful lives of depreciable capital assets- ,. .. . ... ' .. .. The' acciu'al and disclosure of self-insurance' liabilitie.s for 'general and workers.' compensation- Consultalion with Other Accountants To the be-st -of out 'knowledge, management 'has nat consulted with. or .obtwned. opinions, written- or oral from ather- independent accountants durin'g .the' year ended September 30,2006. Major Issu-~s - Discussed with. the. Aud_it Committee and- Management. Prior to. Retention We generally discuss a- variety- of matters, -including- -the application of -accounting "principles; -with - management ,ea.ch year _prior to. our retention by, you as. the auditors. However; these- discussions occu~ed in the - normal course at our' professiQnal relationship -and Dilr. responses were not a conditiQn to .our retention. .",., Audit Committe.e ,. . City of Denton, Texas -" .. February -13" 2007. f.>age 3 Difficulties .En~ou~tered in Performi:ng the A'udit We enc.ountered. no signi.ficant diffjculti~s jn dealing with managern~nt in performing our audit,. that were not satisfactorily resoived to' enable use 'to complete. the audit. ... ,. , - ... . Materi"al.W ritlen:' Communications Significant written- communication between us and. management has consisted of the engagement letter and the- management representation letter. , Indepe:ndence Our, professional standards and- . other- -regulatory -requirements. specify that we communicat'e to 'you .in-- writing, at 'lea~t ~nnually"all ind~pende~ce-related relations~ips betw~n <;>~r firm and the City .a~d provide confirmation that we ,are independent accountants with respect to the 'City. Confirmation of Audit Independence .. ,.. . - - , , . . ... , We hereby confirm that, as of February 2, 2007, we are independent accountants with respect to the City under. all relevant professional and regulatory-standards.- -*-* * *-* *.*- This report to the audit corrirriittee is intended' s'olely. for the iilf6r:mati6n:and use of the audit corrirriittee arid City management and.is.not.intended to,be and-:should not:be_used_by ,anyone Qtherthan these specified parties. ' Very truly yours:, K1>MG- LL"P ,CITY QF- DENrON-" TE~AS, Summary :of Uncorrected- Misstatements September 30, 2006 " Deferre.d revenue Accounts receivable (To properly reflect deferred revenue based on actual - Capital-Projects Fund)" Loss on impairment. of assets Buil.dings (To r~cognize impairm~nt of Old Fire Station) $ $. .Dr. :- 37,591 Cr. . 37,59] . .205,212 405,21~ CITY OF DENTON, TEXAS COMPREHENSIVE ANNUAL FINANCIAL REPORT For the fiscal year ended September 30, 2006 INTERIM CITY MANAGER Howard Martin ASSISTANT CITY MANAGER Jon Fortune Prepared by: Jeniffer Varley, CPA Interim Chief Financial Officer Lori Allen Accounting Technician Michael Rodgers, CPA Controller Gary Calmes, CPA Utilities Finance Administrator Harvey Jarvis Chief Accountant Phil Williams, CPA Electric Accounting Manager Diane Chang, CPA Senior Grants Accountant Chris Rodriguez Budget Manager Kurt Breyfogle Senior Utilities Accountant Antonio Puente Budget Coordinator Ed Lane, CPA Accountant III Terri Doby Budget Analyst Cody Wood Accountant III Michelle McCallum Management Assistant City of Denton, Texas Comprehensive Annual Financial Report For Year Ended September 30, 2006 TABLE OF CONTENTS Page INTRODUCTORY SECTION (UNAUDITED): Transmittal Letter .............................................................................................................................. . . . . . . . . . . . . . . . . . . . i Organizational Chart.......................................................................................................................... ................. vi Certificate of Achievement................................................................................................................... ............. vii List of Principal Officials...................................................................................................................... ........... viii FINANCIAL SECTION: Independent Auditors' Report......................................................................................................................... ..... 1 Management's Discussion and Analysis ............................................................................................................. 3 Basic Financial Statements: Government-wide Financial Statements: Statement of Net Assets........................................................................................................................ 11 Statement of Activities.................................................................................................................... ...... 12 Fund Financial Statements: Governmental Fund Financial Statements: B al an c e She e t .............................................................................................................................. . .. 14 Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Assets ......15 Statement of Revenues, Expenditures and Changes in Fund Balances.......................................... 16 Reconciliation of the Statement of Revenues, Expenditures, and Changes in Fund Balances of Governmental Funds to the Statement of Activities.............................................................. 1 7 Statement of Revenues, Expenditures and Changes in Fund Balance - Budget to Actual General Fund.......................................................................................................................... . . . .. 19 Proprietary Fund Financial Statements: Statement of Net Assets................................................................................................................. 20 Statement of Revenues, Expenses and Changes in Fund Net Assets............................................. 24 Statement of Cash Flows................................................................................................................ 26 Fiduciary Fund Financial Statements: Statement of Assets and Liabilities................................................................................................ 28 Notes to Basic Financial Statements........................................................................................................... 29 Required Supplementary Information: Schedule of TMRS Funding Progress and Contributions - Last Three Fiscal Years ................................. 57 Schedule of Denton's Firemen's Relief and Retirement Plan Funding Progress and Contributions - Last Three Fiscal years........................................................................................ 58 Combining and Individual Fund Financial Statements and Schedules: Combining Balance Sheet - N onmaj or Governmental Funds..................................................................... 60 Combining Statement of Revenues, Expenditures and Changes in Fund Balances N onmaj or Governmental Funds............................................................................................................ 62 Schedule of Revenues, Expenditures and Changes in Fund Balances - Budget to Actual: Deb t S e rv ice Fun d .............................................................................................................................. . . 64 Special Revenue Funds: Recreation.................................................................................................................... ...................65 Pol ice Co nfi s c a ti 0 n ........................................................................................................................ 66 Tourist and Convention.................................................................................................................. 67 Em i I y F 0 w I e r Library ..................................................................................................................... 6 8 Combining Statement of Net Assets - Internal Service Funds................................................................... 70 City of Denton, Texas Comprehensive Annual Financial Report For Year Ended September 30, 2006 TABLE OF CONTENTS ( continued) Page FINANCIAL SECTION (continued): Combining and Individual Fund Financial Statements and Schedules (continued): Combining Statement of Revenues, Expenses and Changes in Fund Net Assets - Internal Service Funds......................................................................................................................... . 72 Combining Statement of Cash Flows - Internal Service Funds.................................................................. 74 Combining Statement of Net Assets - Agency Funds....................................................................................... 76 Combining Statement of Changes in Assets and Liabilities - Agency Funds ................................................... 77 Capital Assets Used in the Operation of Governmental Funds: Com p ar at i v e S c h e d u I e s by Sour c e .............................................................................................................. 7 9 Schedule by Function and Activity ............................................................................................................. 80 Schedule of Changes by Function and Activity.......................................................................................... 81 STATISTICAL SECTION (UNAUDITED): Table 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 Net Assets by Component.................................................................................................................... . . . . . 85 Changes in Net Assets........................................................................................................................ ....... 86 Fund Balances of Governmental Funds ....................................................................................................88 Changes in Fund Balances of Governmental Funds.................................................................................. 90 Assessed Value and Estimated Actual Value of Taxable Property ...........................................................92 Property Tax Rates (Per $100 of Assess Value) - Direct and Overlapping Governments .......................93 Principal Property Taxpayers.................................................................................................................... 95 Property Tax Levies and Collections ........................................................................................................ 96 Ratio of Outstanding Debt by Type........................................................................................................... 98 Ratio of General Bonded Debt Outstanding............................................................................................ 100 Direct and Over lapping Governmental Activities Debt.......................................................................... 101 Pledged Revenue Coverage..................................................................................................................... 102 Demographic and Economic Statistics.................................................................................................... 104 Prin c i pal Em ploy e rs .............................................................................................................................. .. 1 05 Full- Time Equivalent City Government Employees by Function/Program ............................................106 Operating Indicators by Function/Program............................................................................................. 108 Capital Asset Statistics by Function/Program......................................................................................... 110 REGULATORY SECTION (UNAUDITED): Comparative Balance Sheet - General Fund............................................................................................ 113 Balance Sheet - Enterprise Funds (Traditional Format) ........................................................................... 114 Statement of Revenues, Expenses and Changes in Retained Earnings -Enterprise Funds (Traditional Format) ........................................................................................................................... 116 Statement of Cash Flows - Enterprise Funds (Traditional Format) ..........................................................118 Balance Sheet - Internal Service Funds (Traditional Format) .................................................................. 122 Statement of Revenues, Expenses and Changes in Retained Earnings - Internal Service Funds (Traditional Format) ........................................................................................................................... 124 . A" ~j(!~~ , \ \ . :)1' ~ ~ ~ ~ ~ 215 E. MCKINNEY DENTON, TEXAS 76201 - (940) 349-8200 -FAX (940) 349-7206 February 9, 2007, TO: The Honorable Mayor, Members of the City Council and Citizens of the City of Denton It is with great pleasure we present to you a copy of the Comprehensive Annual Financial Report (CAFR) of the City of Denton (the City) for the fiscal year ended September 30, 2006. The responsibility for both the accuracy of the presented information and the completeness and fairness of the presentation of the data, including all disclosures, rests with the City. To the best of our knowledge and belief, the enclosed data is accurate in all material respects and is reported in a manner designed to present fairly the end results of operation of the various funds of the City. All disclosures necessary to enable the reader to gain an understanding of the City's financial activities have been included. The CAFR is presented in four sections: Introductory, Financial, Statistical and Regulatory. The Introductory Section includes this transmittal letter, the City's organizational chart, and a list of principal officials. The Financial Section includes the Management's Discussion and Analysis (MD&A), Basic Financial Statements, Required Supplementary Information, Combining and Individual Fund Financial Statements and Other Supplemental Information, as well as the independent auditors' report. The Statistical Section includes selected financial and demographic information, generally presented on a multi-year basis. The Regulatory Section includes traditional format financial statements for the utility and internal service funds. Management's discussion and analysis (MD&A) immediately follows the independent auditors' report and provides a narrative introduction, overview, and analysis of the basic financial statements. MD&A complement this letter of transmittal and should be read in conjunction with it. Profile of the Government The City of Denton was incorporated September 26, 1866. The City operates as a home rule city, under a council-manager form of government and provides a full range of services as authorized by its charter, such as public safety (police and fire protection); public works (construction and maintenance of highways, streets and infrastructure); parks and recreation; electric, water and wastewater utilities; solid waste; and general administrative services. This report includes all funds of the City. Local Economy The City of Denton is located in the northern portion of the Dallas/Fort Worth Consolidated Statistical Area (CSMA). The City is a part of the Dallas/Fort Worth Metroplex, and is situated at the apex of a triangle based by Dallas (38 miles to the southeast) and Fort Worth (36 miles to the southwest) providing excellent access to and from all parts of the area. Due to its proximity to Dallas and Fort Worth, Denton enjoys a low average unemployment rate of 3.1 percent compared to the state average of 5.1 percent. With the expansion of both its hospitals and other medical facilities, Denton is well on its way to becoming a regional medical destination serving north Texas and southern Oklahoma. Denton is also home to two universities that have a combined enrollment of more than 44,800 students. - 1 - Fiscal year 2005-06 brought exciting news in economic development. Listed below are just a few of the highlights. . The Denton Towne Crossing, a 43-acre retail development began construction in the southeastern corner of Brinker Road and Loop 288, is nearing its completion of 340,000 square feet of retail space. Several restaurant and retail pads, including a banking center, are now complete, leaving one retail-building site under construction. Home Depot and Super Target opened for business in 2006. . Unicorn Lake's mixed-use development continues construction. The master plan for the development includes restaurants, residential areas, commercial areas, and park trails. It incorporates the urban sty Ie development of residential over retail along the lake with a public facility. The most current phase to be completed is a 2,993 square foot commercial office building. The Brick House Gym will also locate in the center with a 12,676 square foot facility in 2007. . The Denton Municipal Airport has approximately 72,585 square feet of new space in the form of three aircraft hangars with a valuation of $2,216,462. . Denton Regional Medical Center expanded, adding 27,431 square feet of medical office space. Located adjacent to North Texas Hospital, the North Texas Long Term Acute Care (38,041 square feet), Caring for Women (13,402 square feet), and the Texas Back Institute (10,076 square feet) have a combined valuation of $8,506,863. . Granite Point Phase I has constructed two speculative buildings for a combined 297,500 square feet of space. Other office/warehouse buildings include 7,540 square feet for Spilde-Harrison; Two buildings for CR Smith Investments totaling 28,678 square foot; 9,997 square feet of office and warehouse space for Bobcat; 3,200 square feet for a new steel building for Pioneer Equipment Rental; and 8,100 square feet for a new training center at Peterbilt Motors Company. Major Initiatives According to recent projections from the North Central Texas Council of Governments, the City is expected to grow at a rate of 4-5 percent annually over the next several years. The City is projected to reach a population of approximately 131,738 by the end of2010. Growth continues to increase demand for City of Denton services. Sales tax, the second largest revenue source for the City's General Fund, continues to increase. For fiscal year 2005-06 sales tax revenue increased 7.08 percent over the prior year's receipts. For fiscal year 2006-07, sales tax revenue is projected at 2.5 percent over fiscal year 2005-06 receipts due to several sales tax sharing economic development agreements becoming active. The City's tax base has grown considerably over the last few years. The Denton Central Appraisal District's fiscal year 2005-06 certified appraisal roll shows an increase of 9.5 percent over the fiscal year 2004-05 certified value and an increase of 8.23 percent over the final fiscal year 2003-04 value (including supplements). A tax increase of one cent was approved for fiscal year 2005-06. This revenue will be used for operations and maintenance expenses on capital improvement projects associated with the 2000 bond program. Public safety continues to be a major initiative for the City. The City's new Central Fire Station 7 is anticipated to open February 2007. Fifteen firefighters were hired in fiscal year 2005-06 so that their training will be complete prior to the opening of Fire Station 7. Completion of a Public Safety Training Facility Master Plan is planned for 2006-07 and design of the facility to be constructed on the recently purchased 88-acre site is scheduled to begin shortly thereafter. The Police Department added eight positions and necessary vehicles and equipment for fiscal year 2005-06. The City has received a grant of $400,000 from the Texas Department of Transportation (TxDOT) for the design and construction of a 4,500 square-foot, multi-purpose airport terminal facility and parking lot improvements at the airport. Design for the facility was completed in 2005-06 and construction is scheduled for 2007. Other Airport initiatives started in 2005-06 were the design and construction of a parallel taxiway and an apron expansion. - ii - The Solid Waste Department implemented several service enhancements. Along with the transition to residential weekly cart service from bag service, the department introduced a household hazardous waste curbside collection and disposal program. The City's demand for library services continues to grow, and expansion of the South Branch Library was approved by voters in the 2005 bond election. Design of the expansion was complete in 2005-06 and construction is scheduled for 2007. Financial Information The City's management team is responsible for establishing and maintaining internal controls designed to ensure that the assets of the City are protected from loss, theft, or misuse and to ensure that adequate accounting data is compiled to allow for the preparation of financial statements in conformity with generally accepted accounting principles. Internal controls are designed to provide reasonable but not absolute assurance that these objectives are met. The concept of reasonable assurance recognizes that (1) the cost of the controls should not exceed the benefits likely to be derived and (2) the valuation of cost and benefits requires estimates and judgments by management. Single Audit As a recipient of federal and state grant awards, the City is also responsible for ensuring that adequate internal controls are in place to ensure compliance with applicable state and federal laws and regulations. These controls are subject to periodic evaluation by management. As a part of the City's single audit, tests are conducted to determine that the City has complied with applicable laws and regulations related to federal awards. Budgetary Controls The City maintains budgetary controls to ensure compliance with legal prOVISIons embodied in the annual appropriated budget approved by the City Council. Activities of the General Fund, Special Revenue Funds (Recreation Fund, Police Confiscation Fund, Tourist and Convention Fund, and Emily Fowler Library Fund), Debt Service Fund, Enterprise Funds, and Internal Service Funds (excluding Risk Retention) are included in the annual operating budget. A capital improvement plan is approved each year. The level of budgetary control (i.e., the level at which expenditures cannot legally exceed the appropriated amount) is established by function activity within an individual fund. The City maintains an encumbrance accounting system as one technique of accomplishing budgetary controls and a technique of budgetary "lock out" which will prevent a transaction from exceeding legally appropriated budgetary amounts. As demonstrated by the statements and schedules included in the financial section of this report, the City continues to meet its responsibility for sound financial management. Enterprise Operations The City's enterprise fund operations consist of a utility system and solid waste operations. The City's utility system provides electric, water and wastewater services. Electric operations increased various base rates. There were no retail rate changes in fiscal year 2005-06 for the City's water utility system operations. Wastewater operations increased retail and wholesale customers' rate by 6 percent. Solid waste introduced City-wide once per week cart service. By transitioning to once per week cart service, solid waste rates for a 90-gallon cart were $.50/month less than twice per week bagged service. In addition, curbside recycling rates increased by $0.51. The utilities are planning for future growth with the completion of the new Ray Roberts water treatment plant and the related 54" water transmission line as well as the Pecan Creek water reclamation plant expansion. - iii - Internal Service Operations The internal service operations consist of the Materials Management, Fleet Services, Motor Pool, Risk Retention, and Technology Services funds. The Materials Management Fund accounts for the financing of goods provided by the Warehouse to other City departments. The Fleet Services Fund accounts for the financing of goods and services provided by the municipal garage to other departments within the City. The Motor Pool Fund is responsible for the purchase of City vehicles not budgeted in other funds. The Risk Retention Fund accounts for the accumulation of resources for the payment of workers' compensation, general liability claims, and insurance policies. The Technology Services Fund provides computer-programming services and systems analysis. Reprographics, which is part of the Technology Services Fund, provides imaging, print shop, and office services to City departments. Fiduciary Operations - Agency Funds The Agency Funds consist of Payroll, Employee Insurance and Other Agency Funds. The Payroll Fund is responsible for the collection and payment of the City's payroll and associated liabilities. Employee Insurance Fund accounts for City and employee contributions to pay for employee health and life insurance premiums. Other Agency Funds account for various accumulations of resources for non-City entities. Debt Administration The City has developed a plan for issuing annual General Obligation Bonds that are approved by voters in a capital improvements plan. Certificates of Obligation are used in accordance to the City Debt Issuance Policy to finance facilities, vehicles, and equipment. Cash Management The City follows an active program of cash management, keeping all temporarily idle funds in interest-bearing accounts. These accounts are in the form of money market (government-based) funds, u.S. Treasury issues, and federal government agency instrumentalities. On September 30, 2006, the annualized yield on investments was 4.07 percent, compared to 3.04 percent and 2.42 percent for the same period in 2005 and 2004, respectively. Funds available for investment at September 30, 2006 were $294.2 million, which is an increase from $240.6 million in 2005 and an increase from $260.3 million in 2004. The City's investment policy is to safeguard assets with a minimal amount of risk, while maintaining the necessary level of liquidity and maximizing the yield on investments. Accordingly, all of the City's deposits are either insured by the Federal Deposit Insurance Corporation or are collateralized by governmental securities. A third-party financial institution in the City of Denton's name holds all collateral for deposits. An outside trustee appointed by the City holds the investments of the Deferred Compensation Fund, in which the City participates, separately from those of other City funds. State statutes authorize the City to invest in obligations of the u.S. Treasury and u.S. agencies; obligations of the State of Texas and related agencies; fully collateralized repurchase agreements; local government investment pools; SEC- registered no-load, money market mutual funds; fully collateralized certificates of deposit; and municipal securities of any state rated "AA" or above by a nationally recognized rating service. Risk Management The City has maintained a very aggressive program to increase safety awareness and training. Incentive programs, transitional duty, medical-case management, and cost containment should continue to contain workers' compensation expenditure growth in the future. Legal expenditures for general liability issues have spiked in previous years due to specific cases that have now been settled. - iv - Independent Audit The City Charter requires an independent audit of the accounts of the City by an independent auditor. The accounting firm of KPMG LLP was selected by the City Council to perform the annual audit. In addition to meeting the requirements set forth in the City Charter, the audit was also designed to meet the requirements of the Single Audit Act Amendments of 1996 and related OMB Circular A-133. Awards The Government Finance Officers' Association (GFOA) awarded a Certificate of Achievement for Excellence in Financial Reporting to the City for its Comprehensive Annual Financial Report for the fiscal year ended September 30, 2005, for the twenty-first consecutive year. In order to be awarded the Certificate of Achievement in Financial Reporting, the City published an easily readable and efficiently organized Comprehensive Annual Financial Report. This report satisfies both generally accepted accounting principles and applicable legal requirements. The Certificate of Achievement is held for a period of one year only. We believe our current Comprehensive Annual Financial Report continues to meet the Certificate of Achievement requirements, and we are submitting it to GFOA to determine its eligibility for another certificate. The City also received the GFOA award for Distinguished Budget Presentation for its fiscal year 2005-06 Annual Budget. In order to qualify for the Distinguished Budget Presentation Award, the City's budget document was judged according to its compliance with specific guidelines established by GFOA. These guidelines help ensure that Denton's budget is distinguished as an operations guide, financial plan, policy document, and communication device. The City has submitted its fiscal year 2006-07 Annual Budget to GFOA to determine its eligibility for another certificate. We believe it continues to meet the Distinguished Budget Presentation Award criteria. In 2006, the City's Purchasing department earned the Excellence in Procurement Award from the National Purchasing Institute, Inc. (NPI) for 2005 for the eighth year in a row. This award is achieved by those organizations that demonstrate excellence in procurement by achieving a high score on standardized criteria designed to measure innovation, professionalism, productivity, and leadership. NPI represents purchasing officials employed by national, state, and local governments; educational institutions; and tax-supported and public entities throughout the country. Acknowledgements We would like to thank the City Council for their strong leadership and support that helped make the presentation of this report possible. We would also like to thank the Finance department staff, department directors, division heads and especially the Accounting Division staff for their diligent efforts in the preparation of the annual financ ial report. ~- .-;-''U , ~ >. .. -- '!II . ~ ~v~ Jon Fortune Assistant City Manager Jeniffer Varley Interim Chief Financial Officer - v- CITY OF DENTON, TEXAS ORGANIZATIONAL CHART SEPTEMBER 30, 2006 I Citizens I City Council Boards & Commissions I- -I City Attorney Municipal Judge l- I City Manager II Intemal Audit ~ -1 Executive Administrator of Manage 1=. Ii i & Operation Analysis & Public Information Services - City Manager's Office I - Public Information Office I - Cable Television I - Reprographics I Budget ~ -1 Human Resources I Economic Development/ ~ Dovvntovvn Development I I I Assistant City Manager I I Assistant City Manager I - Police Department / Animal Services II - Electric Operations I - Fire Department II - Water Operations I - Building Inspections II - Wastevvater Operations I - Facilities Management II - Drainage Operations I - Fiscal Operations II - Solid Waste Operations I - Technology Services II II -:-i .........ffic Operations / Street Li~::F II ir I~ II - Materials Management II - Streets I - Fleet Management II - Parks & Recreation I - Motor Pool II - Library I - Planning I - Airport I - Code Enforcement I - vi - Certificate of Achievement for Excellence in Financial Reporting Presented to City of Denton Texas For its Comprehensive Annual Financial Report for the Fiscal Year Ended September 30, 2005 A Certificate of Achievement for Excellence in Financial Reporting is presented by the Government Finance Officers Association of the United States and Canada to government units and public employee retirement systems whose comprehensive annual fmancial reports (CAFRs) achieve the highest standards in government accounting and fmancial reporting. President ~/~ Executive Director - vii - Title CITY OF DENTON, TEXAS List of Principal Officials September 30, 2006 ELECTED OFFICIALS Mayor Mayor Pro-Tern Deputy Mayor Pro-Tern Councilmember Councilmember Councilmember Councilmember Title CITY OFFICIALS Interim City Manager Assistant City Manager City Attorney Municipal Judge City Secretary - viii - Name Perry McNeill Pete Kamp Joe Mulroy Charlye Heggins Jack Thomson Bob Montgomery Guy McElroy Name Howard Martin Jon Fortune Ed Snyder Robin Ramsay Jennifer Walters CITY OF DENTON, TEXAS MANAGEMENT'S DISCUSSION AND ANALYSIS SEPTEMBER 30, 2006 The City of Denton's Management's Discussion and Analysis is designed to (a) assist the reader in focusing on significant financial issues, (b) provide an overview of the City's financial activity, (c) identify changes in the City's financial position (its ability to address the next and subsequent years' challenges), (d) identify any material deviations from the financial plan (the approved budget), and (e) identify individual fund issues or concerns. Since the Management's Discussion and Analysis (MD&A) is designed to focus on the current year's activities, resulting changes and currently known facts, please read it in conjunction with the Transmittal Letter (beginning on page i) and the City's financial statements (beginning on page 11). FINANCIAL HIGHLIGHTS . The assets of the City exceeded its liabilities at the close of the fiscal year ended September 30, 2006, by $473,095,449 (net assets). Of this amount, $121,195,876 (unrestricted net assets) may be used to meet the government's ongoing obligations to citizens and creditors. . The City's total net assets increased by $45,766,034. This increase can be attributed to the net revenue of the governmental activities, business-type activities and the contribution of capital assets by developers. . As of September 30, 2006, the City's governmental funds reported combined fund balances of $53,871,114, an increase of $12,205,141 in comparison with the prior fiscal year, due to increased revenue from taxes. Approximately 35% of the $53,871,114, $18,798,728, is available for spending at the government's discretion (unreserved fund balance). . At the end of the fiscal year, the unreserved and undesignated fund balance for the General Fund was $13,264,027, or 18.84% of budgeted general fund expenditures. . The City's total noncurrent liabilities increased by $7,268,702 during the fiscal year. The primary reason for the increase was the issuance of $8.5 million of revenue bonds, $3.7 million of general obligation bonds, and $12.6 million of certificates of obligation bonds along with the normal pay down of general obligation bonds and certificates of obligation bonds of $9.1 million, and the normal pay down of revenue bonds of $12.3 million. OVERVIEW OF THE FINANCIAL STATEMENTS The Management's Discussion and Analysis is intended to serve as an introduction to the City of Denton's basic financial statements. The City's basic financial statements comprise three components: (1) government- wide financial statements, (2) fund financial statements and (3) notes to the financial statements. This report also contains other supplementary information in addition to the basic financial statements themselves. Government-wide Financial Statements. The government-wide financial statements are designed to provide readers with a broad overview of the City's finances in a manner similar to private-sector business. The statement of net assets presents information on all of the City's assets and liabilities, with the difference between the two reported as net assets. Over time, increases or decreases in net assets may serve as a useful indicator of whether the financial position of the City is improving or deteriorating. The statement of activities presents information showing how the City's net assets changed during the most recent fiscal year. All of the current year's revenues and expenses are taken into account regardless of when cash is received or paid. Thus, revenues and expenses are reported in this statement for some items that will only result in cash flows in future fiscal periods (e.g., uncollected taxes and earned but not used vacation leave). Both the statement of net assets and the statement of activities are prepared using the accrual basis of accounting as opposed to the modified accrual basis. In its Statement of Net Assets and the Statement of Activities, the City is divided between two kinds of activities: . Governmental activities. Most of the City's basic services are reported here, including police, fire, libraries, development, public services and operations, public works, building inspection, technology 3 CITY OF DENTON, TEXAS MANAGEMENT'S DISCUSSION AND ANALYSIS (continued) SEPTEMBER 30, 2006 services and general administration. Property taxes, sales taxes and franchise taxes finance most of these activities. . Business-type activities. The City charges a fee to customers to cover the cost of services it provides. The City's utility system (electric, water and wastewater) and solid waste activities are reported here. The government-wide financial statements can be found on pages 11 - 13 of the report. Fund Financial Statements. A fund is a grouping of related accounts used to maintain control over resources that have been segregated for specific activities or objectives. Fund financial statements provide detailed information about the most significant funds, not the City as a whole. Some funds are required to be established by state law or bond covenants. However, the City Council establishes many other funds to help it control and manage money for particular purposes or to show that it is meeting legal responsibilities for using certain taxes, grants and other monies. All of the funds of the City can be divided into three categories: governmental funds, proprietary funds and fiduciary funds. . Governmental funds. The majority of the City's basic services are reported in governmental funds, which focus on how money flows into and out of those funds and the balances left at year-end that are available for spending. These funds are reported using an accounting method identified as the modified accrual basis of accounting, which measures cash and all other financial assets that can readily be converted to cash. The governmental fund statements provide a detailed short-term view of the City's general government operations and the basic services it provides. Governmental fund information helps the reader determine whether there are more or fewer financial resources that can be spent in the near future to finance the City's programs. By comparing information presented for governmental funds with similar information presented for governmental activities in the government-wide financial statements, readers may better understand the long-term impact of the government's near-term financing decisions. The relationship or differences between governmental activities (reported in the Statement of Net Assets and the Statement of Activities) and governmental funds is detailed in a reconciliation following the fund financial statements. The City of Denton maintains 11 individual governmental funds. Information is presented separately in the governmental funds balance sheet and in the governmental funds statement of revenues, expenditures and changes in fund balances for the general fund, debt service fund and capital projects fund, all of which are considered to be major funds. Data from the other eight governmental funds are combined into a single, aggregated presentation. Individual fund data for each of these non-major governmental funds is provided in the form of combining statements elsewhere in this report. . Proprietary funds. The City charges customers for certain services it provides, whether to outside customers or to other units within the City. These services are generally reported in proprietary funds. Proprietary funds are reported in the same manner that all activities are reported in the Statement of Net Assets and the Statement of Activities. In fact, the City's enterprise funds (a component of proprietary funds) are similar to the business-type activities that are reported in the government-wide statements but provide more detail and additional information, such as cash flows. The internal service funds (the other component of proprietary funds) are utilized to report activities that provide supplies and services for the City's other programs and activities, such as the City's municipal warehouse, the City's self-insurance fund and equipment maintenance function. Because these services benefit both governmental and business-type functions, they have been included in both the governmental and business-type activities in the government-wide financial statements. The City of Denton maintains four enterprise funds. The City uses enterprise funds to account for its electric, water and wastewater systems and solid waste operations. The funds provide the same type of information as the government-wide financial statements, only in more detail and include some of the internal service fund-type activity. The City considers all enterprise funds to be major funds. 4 CITY OF DENTON, TEXAS MANAGEMENT'S DISCUSSION AND ANALYSIS (continued) SEPTEMBER 30, 2006 . Fiduciary funds. Fiduciary funds are used to account for resources held for the benefit of parties outside the government. Fiduciary funds are not reflected in the government-wide financial statement because the resources of those funds are not available to support the City's own programs. The accounting used for fiduciary funds is much like that used for proprietary funds. Agency funds are a component of fiduciary funds. Agency funds differ from other fiduciary funds in that they do not typically involve a formal trust agreement. Agency funds are used to account for situations where the City's role is purely custodial, such as receipt, temporary investment and remittance of fiduciary resources to individuals, private organizations, or other governments. The City maintains three fiduciary funds. The City uses agency funds to account for the collection and payment of the City's payroll and associated liabilities, employee-purchased insurance and other similar relationships. Notes to the financial statements. The notes provide additional information that is essential to a full understanding of the data provided in the government-wide and fund financial statements. The notes to the financial statements can be found on pages 29 - 56 of this report. GOVERNMENT-WIDE FINANCIAL ANALYSIS As of September 30, 2006, the City's combined net assets were $473,095,449, of which $138,202,638 can be attributed to governmental activities and $334,892,811 attributed to business-type activities. This analysis focuses on the net assets (Table 1) and changes in net assets (Table 2) of the City's governmental and business- type activities. The largest portion of the City's net assets (67.7%) reflects its investment in capital assets (e.g., land, building, machinery and equipment), less any related debt used to acquire those assets that is still outstanding. The City uses these capital assets to provide services to citizens; consequently, these assets are not available for future spending. Although the City's investment in its capital assets is reported net of related debt, it should be noted that the resources needed to repay this debt must be provided from other sources, since the capital assets themselves cannot be used to liquidate these liabilities. Table 1 Net Assets (in thousands) Governmental Business-type Activities Activities Total 2006 2005 2006 2005 2006 2005 Current and other assets $ 81~555 $ 64~ 709 $246~829 $222~072 $328~384 $286~781 Capital assets 180~465 177~493 422~062 402~296 602~527 579~789 Total assets 262,020 242,202 668,891 624,368 930,911 866,570 Long-term liabilities outstanding 107,706 100,426 283,310 286,048 391,016 386,474 Other liabilities 16~ 111 15~694 50~688 37~074 66~ 799 52~768 T otalliabilities 123,817 116,120 333,998 323,122 457,815 439,242 Net assets: Invested in capital assets~ net of related debt 107~410 1 07 ~ 112 213~075 193~657 320~485 300~769 Restricted 440 451 30~975 30~864 31~415 31 ~315 Unrestricted 30~353 18~ 519 90~843 76~726 121~ 196 95~245 Total net assets $138~203 $126~082 $334~893 $301~247 $473~096 $427~329 5 CITY OF DENTON, TEXAS MANAGEMENT'S DISCUSSION AND ANALYSIS (continued) SEPTEMBER 30, 2006 Governmental activities and business-type activities increased the City's net assets by $12,120,086 and $33,645,948, respectively. The key elements of these increases are contained in Table 2. Table 2 Changes in Net Assets (in thousands) Governmental Business-type Activities Activities Total 2006 2005 2006 2005 2006 2005 Revenue: Program Revenue: Charges for services $13,965 $ 11,999 $221,151 $188,258 $235,116 $200,257 Operating grants and contributions 3,713 2,996 3,713 2,996 Capital grants and contributions 5,537 7,426 10,023 9,809 15,560 1 7,235 General Revenue: Property tax 30,001 26,679 30,001 26,679 Sales tax 20,343 18,998 20,343 18,998 Franchise tax 16,500 14,250 16,500 14,250 Hotel occupancy tax 1,133 989 1,133 989 Beverage tax 258 216 258 216 Bingo tax 24 25 24 25 Investment Income 1,967 1,149 5,971 3,252 7,938 4,401 Miscellaneous 3,892 4,218 1,955 1,036 5,847 5,254 Total revenue 97 ~333 88~945 239~ 1 00 202~355 336~433 291~300 Expenses: General government 22,166 26,676 22,166 26,676 Public safety 36,627 33,643 36,627 33,643 Public works 12,485 11,987 12,485 11,987 Parks and recreation 10,497 9,913 10,497 9,913 Interest on long-term debt 4,333 4,176 4,333 4,176 Electric 145,368 132,830 145,368 132,830 Water 26,708 22,381 26,708 22,381 Wastewater 19,028 18,808 19,028 18,808 Solid waste 13,455 13,169 13,455 13,169 Total expenses 86~ 1 08 86~395 204~559 187~188 290~667 273~583 Increase in net assets before transfers 11 ~225 2~550 34~541 15~ 167 45~766 17~717 Transfers 895 865 (895) (865) Increase in net assets 12~ 120 3~415 33~646 14~302 45~766 17~717 Net assets at beginning of year - 126,082 122,667 301,247 286,945 427 ,329 409,612 Net assets at end of year $138,202 $126,082 $334,893 $301,247 $473,095 $427,329 Governmental activities. The most significant governmental activities expense was in providing public safety, which incurred expenses of $36,626,635. These expenses were funded by revenues collected from a variety of sources, with the largest being from property taxes, which are $30,000,847 for the fiscal year ended September 30, 2006. The most significant portion of public safety is the cost of personnel, which totaled $28,549,149. Other significant governmental activities expense for the City includes general government, which incurred $22,165,661 in expenses, of which $11,935,769 represented personnel charges. 6 CITY OF DENTON, TEXAS MANAGEMENT'S DISCUSSION AND ANALYSIS (continued) SEPTEMBER 30, 2006 Business-type activities. Business-type activities increased the City's net assets by $33,645,948, accounting for 73.5% of the total growth in the government's net assets. A key element of this increase is capital contributions, emerging as a major revenue source for the Water and Wastewater funds during the current fiscal year, producing $10,022,654 in revenue. Contributions of assets arise from new property development within the City. Charges for services increased $32,893,779 due to various rate increases and increased sales. The expense increase between fiscal years 2005 and 2006 reflects increased costs of production. FINANCIAL ANALYSIS OF THE GOVERNMENT'S FUNDS As noted earlier, the City uses fund accounting to ensure and demonstrate compliance with finance-related legal requirements. Governmental funds. The focus of the City's governmental funds is to provide information on near-term inflows, outflows, and balances of resources available to spend. Such information is useful in assessing the City's financing requirements. In particular, unreserved fund balance may serve as a useful measure of a government's net resources available for spending at the end of the fiscal year. As of the end of the current fiscal year, the City's governmental funds reported a combined ending fund balance of $53.9 million, an increase of $12.2 million in comparison with the prior year. Approximately $18.8 million constitutes unreserved, undesignated fund balance, which is available for spending at the government's discretion. In addition to unreserved, undesignated fund balance, the governmental funds reported unreserved, designated fund balance of $1.5 million. The remainder of the fund balance is reserved to indicate that it is not available for new spending because it has already been committed 1) to purchase or construct capital assets ($32.8 million), 2) to pay debt service ($0.4 million), or 3) to liquidate contracts and purchase orders of the prior period ($0.2 million). The general fund is the chief operating fund of the City. At September 30, 2006, the unreserved and undesignated fund balance of the general fund was $13.3 million, or 18.84% of budgeted general fund expenditures. The unreserved and undesignated fund balance of the general fund increased by $3.5 million during the current fiscal year due to expenditures being less than anticipated and due to higher than anticipated revenues from return on investment and franchise fees. The entire balance of the capital projects fund is reserved for capital construction and acquisition. At the end of the fiscal year, the capital projects fund has a fund balance of $32.8 million, and increase of $5.2 million. In 2006, the City received $9.5 million of proceeds from the issuance of debt while expending $7.5 million on construction and acquisition. In addition to 2006 debt proceeds, the capital projects fund received $1.0 million in interest income and $1.4 million of revenue related to gas wells. The debt service fund has a total fund balance of $0.4 million all of which is reserved for the payment of debt service. The overall decrease in the debt service fund balance was $11,388. Proprietary funds. The City's proprietary funds provide the same type of information found In the government-wide financial statements, but in more detail. Unrestricted net assets in Electric, Water, and Wastewater at September 30, 2006 are $62.4 million, $17.6 million, and $5.6 million respectively. Solid Waste has unrestricted net assets of $2.7 million. The results reflect an increase of unrestricted net assets in each fund, specifically $3.6 million in Electric, $5.1 million in Water, $4.0 million in Wastewater, and $0.3 million in Solid Waste. Other factors concerning the finances of these funds have already been addressed in the discussion of the City of Denton's business-type activities. 7 CITY OF DENTON, TEXAS MANAGEMENT'S DISCUSSION AND ANALYSIS (continued) SEPTEMBER 30, 2006 GENERAL FUND BUDGETARY HIGHLIGHTS In May 2006, the City Council amended the original budget (Ordinances 2006-142) from $69,921,911 to $70,421,911 to allow for the appropriation of funds for an adjustment of $500,000 for the increase cost of electricity . For fiscal year 2005-06, General Fund actual expenditures (including transfers) on a budgetary basis were $68.9 million compared to the amended budget of $70.4 million. The $1.5 million variance was primarily due to reduced personnel costs for the general government. Actual revenue (including transfers) on a budgetary basis was $73.9 million compared to the original budget of $70.1 million. Of the $3.8 million variance, approximately $2.1 million was due to increased franchise fees and collections of sales taxes were $0.9 million above expectations. Over the years, the Denton City Council has followed a policy of maintaining a general fund balance in order to plan for unforeseen emergencies and place the City in a more favorable position. In 1997-1998, the policy level was increased from 10% to 12.5% of general fund expenditures. In 1999-2000, the percentage was increased to 13% and in 2004-2005 to 13.5%. The 2005-06 budget increased the policy level to 14.0%. The City of Denton's unreserved and undesignated fund balance at September 30,2006 is $13.3 million, or 18.84% of budgeted expenditures. Below is a listing of the ending unreserved balances for the past three years, as well as fiscal year 2005-06 projected and actual. For those years where the actual ending balance has exceeded the policy level, the following year's budget has included utilization of that amount for one-time expenditures. By using the fund balance for one-time expenditures only, the financial impact on future budgets is eliminated. Actual Actual Actual Projected Actual 9/30/03 9/30/04 9/30/05 9/30/06 9/30/06 Unreserved balances $8,442,942 $9,504,988 $9,718,368 $9,789,068 $13,264,027 % of total budgeted expenditures 13.64% 14.68% 13.98% 14.00% 18.84% Policy level 13.00% 13.00% 13.50% 14.00% 14.00% The largest revenue source of the General Fund's budget was the ad valorem tax. Denton's ad valorem tax rate is comprised of two components. The first is the operations and maintenance component that is used to calculate revenue for the City's General Fund operations. The second component is the debt portion that is used to calculate revenue to pay the City's general debt service obligations. The Denton Central Appraisal District's certified appraisal roll shows an increase of 9.47% over the prior year certified value and 8.26% over the final 2004 value (including supplements). This increase consisted of$213.3 million of new value added for 2005 and a $201.1 million increase in value for property on the tax rolls in 2004. The 2005-06 ad valorem tax rate was increased by $0.01 to $.60815 per $100 of valuation, which was used to fund additional police officers as well a 1 % cost of living increase for all employees. CAPITAL ASSET AND DEBT ADMINISTRATION Capital assets. At the end of fiscal year 2006, the City had $602,526,832 invested in a broad range of capital assets, including police and fire equipment, buildings, park facilities, roads, bridges and water and sewer lines (see Table 3 on the following page). This amount represents a net increase (including additions and deductions) of $22,737,443 or 3.9% over the prior fiscal year. 8 Land Landfill improvements Buildings and improvements Plant, machinery and equipment Water rights Infrastructure Construction in progress Total capital assets CITY OF DENTON, TEXAS MANAGEMENT'S DISCUSSION AND ANALYSIS (continued) SEPTEMBER 30, 2006 Table 3 Capital Assets at Year-end (Net of Accumulated Deoreciation.. in Thousands) Governmental Business-type Activities Activities 2006 2005 2006 2005 $ 7~830 $ 7~848 $ 9~780 $ 8~467 $ 549 899 4,171 98,879 57,795 213,637 37,251 $422~062 39,084 28,666 36,172 28,660 100,758 58,492 203,403 30,277 $402~296 Totals 2006 2005 17 ~61 0 $ 16~315 549 899 43,255 36,172 127,545 129,418 57,795 58,492 308,892 297,688 46,881 40,805 $602~527 $579~789 95,255 9,630 $180~465 94,285 10,528 $177~493 This year's major additions included: Description Amount $ 4,265,374 2,084,674 1,966,132 944,279 771,387 723,189 620,676 $ 11,375,711 Cooper Creek Lift Station Civic Center Renovation Emily Fowler Building Renovation Colorado Street Resurfacing Pockrus Substation Residential Refuse Carts Locus Transformer Total Additional information on the City's capital assets can be found in note IV. D. on pages 40 - 42 of this report. Debt. At year-end, the City had $401.4 million in bonds and notes outstanding as compared to $398.1 million at the end of the prior fiscal year, an increase of 0.8%, as shown in Table 4. General obligation bonds Certificates of obligation Revenue bonds Notes Total Governmental Activities 2006 2005 $ 58,743 $58,871 46,700 41,792 Table 4 Outstanding Debt at Year-end (in thousands) Business-type Activities 2006 2005 $ 3,582 $ 3,904 11,975 9,233 277,305 281,120 3,141 3,141 $296,003 $297,398 Totals $105,443 $100,663 2006 $ 62,325 58,675 277,305 3,141 $401,446 2005 $ 62,775 51,025 281,120 3,141 $398,061 These amounts do not include net unamortized premiums/(discounts) of $7,837,894 or net deferred gain/Closs) on refunding of ($8,670,432). 9 CITY OF DENTON, TEXAS MANAGEMENT'S DISCUSSION AND ANALYSIS (continued) SEPTEMBER 30, 2006 During the current fiscal year, the City issued debt in July 2006. The new debt resulted primarily from the issuance of $3,695,000 in general obligation bonds, $12,665,000 in certificates of obligation, and $8,515,000 in utility revenue bonds. Moody's Investor's Service, Inc. has given the City's General Obligation Bonds and the Certificates of Obligation a rating of "Aa3." Standard and Poor's Corporation has given both the City's General Obligation Bonds and Certificates of Obligation an "AA-" rating. The City's Utility Revenue Bonds carry "AI" and "A+" ratings by Moody's and Standard and Poor's respectively. The City is permitted by Article XI, Section 5 of the State of Texas Constitution to levy taxes up to $2.50 per $100 of assessed valuation for general governmental services including the payment of principal and interest on general obligation long-term debt. The current ratio of tax-supported debt to certified assessed value of all taxable property is 2.19%. Other long-term liabilities. The City maintains a self-insurance program for general liability, auto liability, public officials' liability, errors and omission liability, police professional liability , and workers' compensation. Private insurance companies cover claims for property loss over $50,000 per occurrence and for workers' compensation and liability over $500,000 per occurrence. The City has a reserve for claims and judgments of $2.9 million outstanding at year-end compared with $1.8 million at the end of the prior fiscal year. Other obligations include accrued vacation pay and sick leave. More detailed information about the City's long-term liabilities is presented in Note IV. G., on pages 45 - 50 of this report. ECONOMIC FACTORS AND NEXT YEAR'S BUDGETS AND RATES All indicators are pointing to continued growth of the Denton community, and the 2006-07 Budget includes the resources to provide City services to meet demands. The 2006-07 budget includes a $.01837/$100 valuation increase in the ad valorem tax rate to provide enhanced services for police, streets, code enforcement and library services. Sales tax revenue is projected to increase 2.5%, and the general fund balance reserve has been increased to 14.5% of budgeted expenditures. The 2006-07 budget includes no base rate increases for electric customers. Increased attention to water conservation has precipitated a 2% increase in retail water rates for high volume water customers, predominantly for irrigation. No base rates changes are proposed for wastewater customers, while residential solid waste customer rates will receive minor rate adjustments and commercial solid waste rates will increase 4%. REQUESTS FOR INFORMATION This financial report is designed to provide a general overview of the City's finances for all those with an interest in the City's finances. Questions concerning any of the information provided in this report or requests for additional financial information should be addressed to the City of Denton Finance Department, 215 E. McKinney, Denton, Texas 76201. 10 CITY OF DENTON, TEXAS Exhibit I STATEMENT OF NET ASSETS SEPTEMBER 30, 2006 Primary Government Governmental Business-type Activities Activities Total ASSETS: Current assets: Cash, cash equivalents and investments, at fair value $ 35,164,460 $ 100,005,402 $ 135,169,862 Receivables, net of allowances: Taxes 4,151,426 4,151,426 Accounts 13,108,014 13,108,014 Un billed utility service 9,220,108 9,220,108 Interest 731,081 735,014 1,466,095 Other 2,906,655 3,840 2,910,495 Internal balances (5,768,778) 5,768,778 Due from other governments 1,791,218 1,791,218 Inventory 4,033,346 4,033,346 Prepaid items 30,746 12,567 43,313 Deferred debt issuance costs 601,005 167,445 768,450 Total current assets 43,641,159 129,021,168 172,662,327 Noncurrent assets: Restricted assets: Cash, cash equivalents and investments~ at fair value 35,915,679 114,635,101 150,550,780 Escrow deposits 1,934,766 281,700 2,216,466 Accrued interest 9,689 907,628 917,317 Deferred debt issuance costs 54,091 1,983,197 2,037,288 Capital assets not being depreciated: Land 7,829,494 9,779,660 17,609,154 Construction in progress 9,630,063 37,250,781 46,880,844 Capital assets, net of accumulated depreciation: Buildings 39,084,441 4,171,116 43,255,557 Plant, machinery and equipment 28,665,707 98,879,073 127,544,780 Infrastructure 95,254,999 213,636,790 308,891,789 Landfill improvements 549,290 549,290 Water rights 57,795,418 57,795,418 Total noncurrent assets 218,378,929 539,869,754 758,248,683 Total assets 262,020,088 668,890,922 930,911,010 LIABILITIES: Current liabilities: Accounts payable 3,007,119 23,920,887 26,928,006 Retaina~e payable 84,657 84,657 Deposits 3,786,395 3,786,395 Accrued interest 653,690 653,690 Due to other governments 396 396 Noncurrent liabilities due within one year 11,666,375 17,089,747 28,756,122 Other liabilities 656,690 656,690 Unearned revenue 20,218 20,218 Payable from restricted assets: Accounts payable 21,881 958,800 980,681 Retainage payable 251,020 251,020 Accrued interest 4,681,016 4,681,016 Total current liabilities 16,111,026 50,687,865 66,798,891 Noncurrent liabilities: Noncurrent liabilities due in more than one year 107,706,424 283,310,246 391,016,670 Total noncurrent liabilities 107,706,424 283,310,246 391,016,670 Total liabilities 123,817,450 333,998,111 457,815,561 NET ASSETS: Invested in capital assets, net of related debt 107,410,289 213,074,701 320,484,990 Restricted: Restricted for debt service 439,658 29,190,154 29,629,812 Restricted for capital acquisition 1,784,771 1,784,771 Unrestricted 30,352,691 90,843,185 121,195,876 Total net assets $ 138,,202,,638 $ 334,,892,,811 $ 473,,095,,449 The notes to the basic financial statements are an integral part of this statement. 11 CITY OF DENTON, TEXAS STATEMENT OF ACTIVITIES FOR THE YEAR ENDED SEPTEMBER 30, 2006 Functions/Programs Primary government: Governmental activities: General government Public safety Public works Parks and recreation Interest expense Total governmental activities Business-type activities: Electric system Water system Wastewater system Solid waste Total business-type activities Total primary government Expenses $ 22,165,661 36,626,635 12,485,281 10,497,241 4,333,428 86,108,246 145,368,132 26,708,095 19,027,926 13,454,556 204,558,709 $ 290,,666,,955 Charges for Services Program Revenues Operating Grants and Contributions $ 3,904,941 6,023,100 802,711 3,234,347 $ 2,341,699 1,170,441 200,677 13,965,099 3,712,817 149,419,800 33,436,651 23,670,458 14,624,132 221,151,041 $ 235,,116,,140 $ 3,,712,,817 General revenues: Taxes: Property tax Sales tax Franchise tax Hotel occupancy tax Beverage tax Bingo tax Investment income Miscellaneous Transfers Total general revenues and transfers Change in net assets Net assets at beginning of year Net assets at end of year The notes to the basic financial statements are an integral part of this statement. 12 Capital Grants and Contributions $ 30,359 5,506,427 5,536,786 3,625,072 6,397,582 10,022,654 $ 15,,559,,440 Exhibit II Governmental Activities Net (Expense) Revenue and Changes in Net Assets Primary Government Business-type Activities Total $ (15,888,662) $ $ (15,888,662) (29,433,094) (29,433,094) (6,176,143) (6,176,143) (7,062,217) (7,062,217) ( 4,333,428) ( 4,333,428) (62,893,544) (62,893,544) 4,051,668 4,051,668 10,353,628 10,353,628 11,040,114 11,040,114 1,169,576 1,169,576 26,614,986 26,614,986 (62,893,544) 26,614,986 (36,278,558) 30,000,847 30,000,847 20,343,413 20,343,413 16,499,994 16,499,994 1,132,500 1,132,500 257,950 257,950 24,260 24,260 1,967,473 7,298,870 9,266,343 3,892,087 627,198 4,519,285 895,106 (895,106) 75,013,630 7,030,962 82,044,592 12,120,086 33,645,948 45,766,034 126,082,552 301,246,863 427,329,415 $ 138,,202,,638 $ 334,,892,,811 $ 473,,095,,449 13 CITY OF DENTON, TEXAS BALANCE SHEET GOVERNMENTAL FUNDS SEPTEMBER 30, 2006 Exhibit III Other Total General Capital Governmental Governmental Fund Debt Service Pro i ects Funds Funds ASSETS: Cash, cash equivalents and investments. at fair value $ 11,260,085 $ 402,739 $ 32,494,877 $ 5,747,685 $ 49,905,386 Receivables, net of allowances for uncollectibles: Taxes 3,906,675 244,751 4,151,426 Accrued interest 209,625 396,086 35,328 641,039 Other 2,130,327 472,526 190,275 2,793,128 Interfund receivables 1,440,895 180,902 765,581 2,387,378 Due from other governments 522,658 1,268,560 1,791,218 Total assets $ 19.470.265 $ 647.490 $ 33.544.391 $ R.007.429 $ 61.669.575 LIABILITIES AND FUND BALANCES LIABILITIES: Accounts payable 1,383,051 471,129 510,083 2,364,263 Retaina2e payable 84,657 84,657 Interfund payables 1,357,762 1,163,640 2,521,402 Due to other 20vernments 396 396 Other liabilities 644,683 12,007 656,690 Deferred revenues 1,,028,,258 207,,832 147,,965 786,,998 2,,171,,053 Total liabilities 4,,414,,150 207,,832 703,,751 2,,472,,728 7 " 798,,461 FUND BALANCES: Reserved for: Debt service 439,658 439,658 Encumbrances 242,088 242,088 Capital projects 32,840,640 32,840,640 Unreserved, designated for, reported in: Sales tax contingency 500,000 500,000 Self insurance 500,000 500,000 Future capital projects 500,000 500,000 Code enforcement 50,000 50,000 Unreserved, undesignated reported in: General fund 13,264,027 13,264,027 Special revenue funds 5"534,, 701 5"534,, 701 Total fund balances 15,,056,,115 439,,658 32,,840,,640 5"534,, 701 53,,871,,114 Total liabilities and fund balances $ 19.470.265 $ 647.490 $ 33.544.391 $ R.007.429 $ 61.669.575 The notes to the basic financial statements are an integral part of this statement. 14 CITY OF DENTON, TEXAS RECONCILIATION OF THE BALANCE SHEET OF GOVERNMENTAL FUNDS TO THE STATEMENT OF NET ASSETS AS OF SEPTEMBER 30, 2006 Total fund balances - governmental funds (Exhibit III) Amounts reported for governmental activities in the statement of net assets are different because: Capital assets used in governmental activities are not financial resources and therefore are not reported as assets in governmental funds. Certain receivables will be collected next year but are not available soon enough to pay for the current period's expenditures and therefore are reported as deferred revenues in the funds. An internal charge to business-type activities is not recorded at the fund level. Several internal service funds are used by the City's management. The assets and liabilities of the internal service funds are included with governmental activities. Total assets of internal service funds Less: Capital assets reported above Less: Total liabilities of internal service funds Liabilities reported below Long-term liabilities, including bonds payable, are not due and payable in the current period and therefore are not reported as liabilities in the funds. Long-term liabilities at year-end consist of: General obligation bonds payable Certificates of obligation payable Less: Deferred charge for issuance costs Arbitrage payable Accrued interest on the bonds Leases payable Compensated absences Total net assets of governmental activities (Exhibit I) The notes to the basic financial statements are an integral part of this statement. 15 $ 51,202,395 (23,382,719) (20,625,031 ) 13,428,443 $ (58,742,900) (46,700,000) 567,013 (25,968) (653,690) (3,559,742) (7,323,590) Exhibit IV $ 53,871,114 180,464,704 2,150,835 (2,468,226) 20,623,088 (116,438,877) $ 138,202,638 CITY OF DENTON, TEXAS Exhibit V STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES GOVERNMENTAL FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2006 Other Total General Capital Governmental Governmental Fund Debt Service Projects Funds Funds REVENUES: Taxes $ 41,906,626 $ 8,738,654 $ $ 1,132,500 $ 51,777,780 Licenses and permits 1,383,169 1,383,169 Franchise fees 16,499,994 16,499,994 Fines and forfeitures 4,639,922 4,639,922 Fees for services 3,661,522 3,118,382 6,779,904 Investment revenue 761,159 1,045,445 160,869 1,967,473 Intergovernmental 541,968 332,235 4,379,855 5,254,058 Miscellaneous 447,200 1,676,555 1,301,031 3,424,786 Total revenues 69,841,560 8,738,654 3,054,235 10,092,637 91,727,086 EXPENDITURES: Current: General government 16,304,027 56,908 4,178,071 20,539,006 Public safety 35,073,613 739,716 35,813,329 Public works 4,950,734 255,490 5,206,224 Parks and recreation 6,817,078 2,731,338 9,548,416 Capital outlay 281,258 7,571,510 1,203,334 9,056,102 Debt service: Principal retirement 5,914,819 5,914,819 Bond issuance costs 70,745 70,745 Interest and other charges 4,210,628 4,210,628 Total expenditures 63,426,710 10,125,447 7,699,163 9,107,949 90,359,269 Excess (deficiency) of revenues over (under) expenditures 6,414,850 (1,386,793) ( 4,644,928) 984,688 1,367,817 OTHER FINANCING SOURCES (USES): Issuance of long-term debt 9,550,000 9,550,000 Premium on debt issuancf 49,644 49,644 Transfers in 579,878 1,375,405 933,457 1,206,278 4,095,018 Transfers out (1,867,799) (718,785) (270,754) (2,857,338) Total other financing sources (uses) (1,287,921 ) 1,375,405 9,814,316 935,524 10,837,324 Net change in fund balances 5,126,929 (11,388) 5,169,388 1,920,212 12,205,141 Fund balances at beginning of year 9,929,186 451,046 27,671,252 3,614,489 41,665,973 Fund balances at end of year $ 15.056.115 $ 439.658 $ 32.840.640 $ 5.534.701 $ 53.871.114 The notes to the basic financial statements are an integral part of this statement. 16 CITY OF DENTON, TEXAS RECONCILIATION OF STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES OF GOVERNMENTAL FUNDS TO THE STATEMENT OF ACTIVITIES FOR THE YEAR ENDED SEPTEMBER 30, 2006 Exhibit VI Net change in fund balances - total governmental funds (Exhibit V) Amounts reported for governmental activities in the statement of activities are different because: $ 12,205,141 Governmental funds report capital outlays as expenditures. However, in the statement of activities the cost of those assets is allocated over their estimated useful lives and reported as depreciation expense. This is the amount by which depreciation and retirement of assets ($11,748,927=$15,830,638 - $4,081,711 internal service portion) exceeded capital outlays ($9,056,102) in the current period. (2,692,825) Revenues in the statement of activities that do not provide current financial resources are not reported as revenues in the funds. Such amounts ar( recorded in the funds when considered available. 302,988 The net effect of various miscellaneous transactions involving capital asset~ (i.e., sales, trade-ins and donations) is to increas net assets. 5,251,153 Bond proceeds provide current financial resources to governmental funds, but issuing debt increases long-term liabilities in the statement of net assets. Repayment of bond principal is an expenditure in the governmental funds, but the repayment reduces long-term liabilities in the statement of net assets. This is the amount by which proceeds exceeded payments. (3,635,181 ) Fund-level financials report costs related to bonds as expenditures; however, these are deferred and amortized on the government-wide financials (109,757) Certain expenses reported in the statement of activities do not require the use of current financial resources and therefore are not reported as expenditures in governmental funds. (399,599) Internal service funds are used by management to charge the costs of certain activities, such as insurance and telecommunications, to individual funds. A portion of the net revenue (expense) of certain internal service funds is reported with governmental activities. The amount reported with business-type activities is $1,139,720. 1,198,166 Change in net assets of governmental activities (Exhibit II) $ 12,120,086 The notes to the basic financial statements are an integral part of this statement. 17 18 CITY OF DENTON, TEXAS Exhibit VII STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCE - BUDGET TO ACTUAL GENERAL FUND FOR THE YEAR ENDED SEPTEMBER 30, 2006 Variance with Adjustments - Actual on a Final Budget - Budgeted Amounts Actual Budgetary Budgetary Positive Original Final Amounts Basis Basis (N egative ) REVENUES: Taxes $ 40,781,226 $ 40,781,226 $ 41,906,626 $ $ 41,906,626 $ 1,125,400 Licenses and permits 1,504,746 1,504,746 1,383,169 1,383,169 (121,577) Franchise fees 14,381,197 14,381,197 16,499,994 16,499,994 2,118,797 Fines and forfeitures 4,118,800 4,118,800 4,639,922 4,639,922 521,122 Fees for services 3,433,366 3,433,366 3,661,522 3,661,522 228,156 Investment revenue 515,000 515,000 761,159 761,159 246,159 Intergovernmental 4,035,122 4,035,122 541,968 3,566,061 4,108,029 72,907 Miscellaneous 586,358 586,358 447,200 447,200 (139,158) Total revenues 69,355,815 69,355,815 69,841,560 3,566,061 73,407,621 4,051,806 EXPENDITURES: General government 21,321,945 21,821,945 16,304,027 3,566,061 19,870,088 1,951,857 Public safety 35,508,132 35,508,132 35,073,613 35,073,613 434,519 Public works 5,454,931 5,454,931 4,950,734 4,950,734 504,197 Parks and recreation 6,937,458 6,937,458 6,817,078 6,817,078 120,380 Capital outlay 315,393 315,393 281,258 281,258 34,135 Total expenditures 69,537,859 70,037,859 63,426,710 3,566,061 66,992,771 3,045,088 Excess (deficiency) of revenues over expenditures (182,044) (682,044) 6,414,850 6,414,850 7,096,894 OTHER FINANCING SOURCES (USES): Transfer in 786,779 786,779 579,878 579,878 (206,901) Transfers out (384,052) (384,052) (1,867,799) (1,867,799) (1,483,747) Total other financing sources (uses) 402,727 402,727 (1,287,921) (1,287,921) (1,690,648) Excess (deficiency) of revenues and other sources over (under) expenditures and other uses 220,683 (279,317) 5,126,929 5,126,929 5,406,246 Fund balances at beginning of year 9,929,186 9,929,186 9,929,186 9,929,186 Fund balance at end of year $ 10,149,869 $ 9,649,869 $ 15,056,115 $ $ 15,056,115 $ 5,406,246 Adjustments - Budgetary Basis include $3,566,061 of expenditures allocated to and reimbursed by other funds. These expenditures are recorded in the other funds' financials. The notes to the basic financial statements are an integral part of this statement. 19 CITY OF DENTON, TEXAS STATEMENT OF NET ASSETS PROPRIETARY FUNDS AS OF SEPTEMBER 30, 2006 Business-type Activities - Enterprise Funds Electric Water Wastewater Solid System System System Waste ASSETS: Current assets: Cash, cash equivalents and investments, at fair value $ 70,857,635 $ 19,237,037 $ 3,245,896 $ 6,664,834 Receivables, net of allowances: Accounts 9,545,940 1,633,218 1,130,241 798,615 Unbilled utility service 6,425,619 1,182,883 969,777 641,829 Accrued interest 445,155 200,979 44,450 44,430 Other 3,840 Interfund receivables 1,380,283 381,847 230,014 129,645 Merchandise inventory Prepaid items 953 2,170 9,444 Deferred debt issuance costs 55,060 63,082 38,084 11,219 Total current assets 88,710,645 22,705,056 5,667,906 8,290,572 Noncurrent assets: Restricted assets: Cash, cash equivalents and investments, at fair value 38,634,645 43,259,867 27,396,366 5,344,223 Escrow deposit 134,579 88,765 58,356 Accrued interest 369,956 300,182 178,615 58,875 Interfund receivables 2,429,896 186,597 98,113 41,662 Deferred debt issuance costs 673,908 812,446 390,586 106,257 Capital assets, net of accum ulated depreciation 91,242,624 181,628,246 133,686,196 15,505,062 Total noncurrent assets 133,485,608 226,276,103 161,808,232 21,056,079 Total assets 222,196,253 248,981,159 167,476,138 29,346,651 LIABILITIES: Current liabilities: Accounts payable 23,203,393 300,551 199,299 217,644 Claims payable Compensated absences payable 435,578 449,821 257,094 236,862 Leases payable Deposits 3,436,143 273,174 4,029 73,049 Accrued interest Interfund payables 67,198 411,264 77,984 1,020,593 Payable from restricted assets: Accounts payable 168,023 531,307 61,190 198,280 Retainage payable 151,107 76,307 23,606 Accrued interest 1,355,557 2,180,756 1,044,224 100,479 Interfund payables 466 Revenue and certificate and general obligation bonds 4,889,449 5,298,423 3,586,869 1,935,651 Total current liabilities paid from restricted assets 6,413,495 8,161,593 4,768,590 2,258,016 Total current liabilities 33,555,807 9,596,403 5,306,996 3,806,164 20 114,635,101 3,018,063 281,700 1,934,766 907,628 9,689 2,756,268 1,983,197 54,091 422,062,128 23,382,719 542,626,022 28,399,328 668,000,201 51,202,395 23,920,887 642,856 453,750 1,379,355 187,471 935,736 3,786,395 58,950 1,577,039 3,536,638 958,800 21,881 251,020 4,681,016 466 15,710,392 1,395,514 21,601,694 1,417,395 52,265,370 7,232,796 (continued) Total Enterprise Funds $ 100,005,402 13,108,014 9,220,108 735,014 3,840 2,121,789 12,567 167,445 125,374,179 Exhibit VIII Governmental Activities - Internal Service Funds $ 18,156,690 90,042 113,527 370,110 4,033,346 30,746 8,606 22,803,067 21 CITY OF DENTON, TEXAS STATEMENT OF NET ASSETS PROPRIETARY FUNDS AS OF SEPTEMBER 30, 2006 Electric System Noncurrent liabilities: Leases payable Payable from restricted assets: Arbitrage payable General obligation bonds payable Certificates of obligation Revenue bonds payable, net of premium/discount Deferred amount on refunding Notes payable Compensated absences payable Claims payable Landfill closure/postclosure costs Total noncurrent liabilities Total liabilities NET ASSETS: $ 81,321,329 (2,338,073) 31,780 79,017,678 112,573,485 Business-type Activities - Enterprise Funds Water Wastewater System System $ 2,642 513 $ $ 1,950 60,609,950 (1,305,398) 28,675 59,335,177 64,642,173 81,357,474 90,192,282 12,021,875 5,981,155 751,714 1,033,057 62,414,132 17,589,633 5,627,471 $ 109,622,768 $ 111,720,696 $ 102,833,965 Adjustment to reflect inclusion of internal service fund activities related to enterprise funds. Net assets of business-type activities (Exhibit I) The notes to the basic financial statements are an integral part of this statement. Invested in capital assets, net of related debt Restricted for debt service Restricted for capital acquisition Unrestricted Total net assets 36,021,512 11,187,124 22 128,993,752 (4,515,455) 3,141,222 44,028 127,664,060 137,260,463 Solid Waste 3,130,594 10,515,386 (118,301 ) 76,244 3,689,408 17,293,331 21,099,495 5,503,433 2,743,723 $ 8,247,156 Exhibit VIII Governmental Activities - Total Internal Enterprise Service Funds Funds $ $ 2,624,006 5,105 3,130,594 4,091 10,515,386 8,196,434 270,925,031 (8,277,227) 3,141,222 180,727 26,241 2,541,463 3,689,408 283,310,246 13,392,235 335,575,616 20,625,031 213,074,701 16,867,439 29,190,154 1,784,771 88,374,959 13,709,925 $ 332,424,585 $ 30,577,364 2,468,226 $ 334,892,811 ( concluded) 23 CITY OF DENTON, TEXAS STATEMENT OF REVENUES, EXPENSES AND CHANGES IN FUND NET ASSETS PROPRIETARY FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2006 Business-type Activities - Enterprise Funds Electric Water Wastewater Solid System System System Waste OPERATING REVENUES: Utility services $ 142,984,230 $ 25,708,728 $ 21,045,736 $ 14,572,633 Charges for goods and services Other fees 6,435,570 3,782,958 1,002,331 51,499 Miscellaneous 11,007 Total operating revenues 149,419,800 29,491,686 22,059,074 14,624,132 OPERATING EXPENSES: Operating expenses before depreciation 137,989,588 16,124,174 12,424,105 11,729,140 Depreciation 4,074,474 4,391,403 3,837,806 1,513,700 Total operating expenses 142,064,062 20,515,577 16,261,911 13,242,840 Operating income 7,355,738 8,976,109 5,797,163 1,381,292 NON-OPERATING REVENUES (EXPENSES): Investment revenue 3,747,451 2,193,478 1,120,627 237,314 Interest expense and fiscal charges (3,607,060) (6,481,247) (3,007,285) (518,447) Impact fee revenue 3,944,965 1,611,384 Gain (loss) on disposal of capital assets (43,367) 454,203 45,537 Other non-operating revenues (expenses) 160,753 10,072 Total non-operating revenues (expenses) 97,024 272,152 (219,665) (281,133) Income before contributions and transfers 7,452,762 9,248,261 5,577,498 1,100,159 CONTRIBUTIONS AND TRANSFERS: Capital contributions 3,625,072 6,397,582 Transfers in 124 Transfers out (63,617) (103,776) (680,414) (47,423) Total contributions and transfers (63,617) 3,521,296 5,717,292 (47,423) Change in net assets 7,389,145 12,769,557 11,294,790 1,052,736 Total net assets at beginning of year 102,233,623 98,951,139 91,539,175 7,194,420 Total net assets at end of year $ 109,622,768 $ 111,720,696 $ 102,833,965 $ 8,247,156 Change in fund net assets of proprietary funds Adjustment to reflect inclusion of internal service fund activities related to enterprise funds. Change in net assets of business-type activities (Exhibit II) The notes to the basic financial statements are an integral part of this statement. 24 Exhibit IX Governmental Activities - Total Internal Enterprise Service Funds Funds $ 204,311,327 $ 25,149,915 11,272,358 11,007 208,255 215,594,692 25,358,170 178,267,007 19,310,280 13,817,383 4,081,711 192,084,390 23,391,991 23,510,302 1,966,179 7,298,870 661,043 (13,614,039) ( 454,336) 5,556,349 456,373 451,329 170,825 (3,384) (131,622) 654,652 23,378,680 2,620,831 10,022,654 59,629 124 251,645 (895,230) (594,219) 9,127,548 (282,945) 32,506,228 2,337,886 299,918,357 28,239,478 $ 332,424,585 $ 30,577,364 32,506,228 1,139,720 $ 33,645,948 25 CITY OF DENTON, TEXAS STATEMENT OF CASH FLOWS PROPRIETARY FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2006 CASH FLOWS FROM OPERATING ACTIVITIES: Cash received from customers Cash paid to em ployees for services Cash paid to suppliers Net cash provided by operating activities CASH FLOWS FROM NON CAPITAL FINANCING ACTIVITIES: Transfers out Transfers in Net cash used by noncapital financing activities: Business-type Activities - Enterprise Funds Electric Water Wastewater System System System $ 148,261,332 (5,187,592) (114,340,130) 28,733,610 $ 29,649,621 (8,693,107) (6,875,234 ) 14,081,280 $ 21,821,225 ( 4,697 ,507) (8,169,747) 8,953,971 (63,617) (103,776) ( 680,414) 124 (63,617) (103,776) ( 680,290) (3,625,692) ( 4,684,132) (3,277,765) (3,637,945) (6,530,745) (3,037,423) 8,026,750 CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES: Capital contributions Principal payments on capital debt Interest and fiscal charges Principal payments under capital lease obligation Proceeds from issuance of capital debt Proceeds from impact fees Proceeds from sale of capital assets Acquisition and construction of capital assets Net cash used by capital financing activities CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from sale and maturities of investment securities Purchase of investment securities Interest received on investments Net cash provided (used) by investing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year Investments, at fair value (Note IV.A.) Cash, cash equivalents and investments, at fair value (10,999,420) (10,236,307) 27,703,032 (42,140,000) 3,919,358 (10,517,610) 7,916,076 2,437,305 10,353,381 99,138,899 $ 109,,492,,280 3,944,965 454,203 (7,110,537) (13,926,246) 26,508,065 (29,455,000) 2,038,765 (908,170) (856,912 ) 2,207,228 1,350,316 61,146,588 $ 62,,496,,904 1,611,384 45,537 (3,268,499) (7,926,766) 11,453,389 (12,495,000) 1,062,663 21,052 367,967 1,250,463 1,618,430 29,003,687 $ 30,,622,,117 RECONCILIATION OF OPERATING INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES: Operating income Adjustments: Depreciation expense Decrease (Increase) in receivables Decrease (Increase) in interfund receivables Decrease in inventories Decrease (Increase) in prepaid items Increase (Decrease) in accounts payabh~ Increase in compensated absences payable Increase in closure/postclosure liability Increase (Decrease) in interfund payables Total adjustments Net cash provided by operating activities NONCASH CAPITAL, INVESTING AND FINANCING ACTIVITIES: Noncash activity during the year consisted of contributed capital assets for the Water and Wastewater funds in the amount of $3,625,072 and $6,397,582, respectively; the change in the fair value of investments of ($11,058), $410,694, $321,422 and $36,790 for the Electric, Water, Wastewater and Solid Waste funds, respectively; the addition of a capital lease in the Internal Service funds of $2,365,000; and the change in fair value of investments of ($8,756J for the Internal Service funds. The notes to the basic financial statements are an integral part of this statement. 26 $ 7,355,738 $ 8,976,109 $ 5,797,163 4,074,474 4,391,403 3,837,806 (702,557) 44,953 (225,490) (455,911) 112,983 (12,359) 7,278,909 (2,170) (9,444) 11,161,173 480,875 (100,119) 68,121 91,925 25,736 (46,337) (14,798) (359,322) 21,377,872 5,105,171 3,156,808 $ 28,,733,,610 $ 14,,081,,280 $ 8,,953,,971 Exhibit X Governmental Activities Total Internal Solid Enterprise Service Waste Funds Funds $ 14,207,080 $ 213,939,258 $ 25,526,466 (5,427,047) (24,005,253) (3,610,233) (4,864,780) (134,249,891 ) (14,912,362) 3,915,253 55,684,114 7,003,871 (47,423) (895,230) (594,219) 124 251,645 (47,423) (895,106) (342,574) 59,629 2,420,749 (9,166,840) (1,161,564) (487,440) (13,693,553) (462,799) (2,287,515) 8,026,750 2,307,012 5,556,349 499,740 (2,074,620) (23,453,076) (1,678,836) (141,311) (32,230,630) (3,224,073) 5,448,998 71,113,484 7,349,415 (8,744,000) (92,834,000) (9,900,000) 186,492 7,207,278 626,052 (3,108,510) (14,513,238) (1,924,533) 618,009 8,045,140 1,512,691 747,097 6,642,093 1,331,220 1,365,106 14,687,233 2,843,911 10,643,951 199,933,125 18,330,842 $ 12,,009,,057 $ 214,,620,,358 $ 21,,174,,753 $ 1,381,292 $ 23,510,302 $ 1,966,179 1,513,700 13,817,383 4,081,711 (372,483) (1,255,577) (29,307) ( 44,569) (399,856) 197,603 385,521 7,267,295 (8,419) 160,737 11,702,666 1,187,779 42,041 227,823 9,364 277,781 277,781 956,754 536,297 (786,560) 2,533,961 32,173,812 5,037,692 $ 3,,915,,253 $ 55,,684,,114 $ 7,,003,,871 27 CITY OF DENTON, TEXAS STATEMENT OF ASSETS AND LIABILITIES AGENCY FUNDS AS OF SEPTEMBER 30, 2006 ASSETS: Cash, cash equivalents and investments, at fair value Other receivables Total assets LIABILITIES: Accounts payable Total liabilities Exhibit XI Total Agency Funds $ 1,326,923 76,393 $ 1,403,316 $ 1,403,316 $ 1,403,316 The notes to the basic financial statements are an integral part of this statement. 28 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS SEPTEMBER 30, 2006 I. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The City of Denton is a municipal corporation governed by an elected mayor and six-member council. The City receives funding from state and federal government sources and must comply with the requirements of these funding source entities. However, the City is not included in any other governmental "reporting entity," as defined in pronouncements by the Governmental Accounting Standards Board (GASB) Statement No. 14, "The Financial Reporting Entity," since council members are elected by the public and have decision-making authority, the authority to levy taxes, the power to designate management, the ability to significantly influence operations, and primary accountability for fiscal matters. During fiscal year 2006, the City implemented GASB Statement 44, "Economic Condition Reporting: the Statistical Section", which requires the City to disclose five categories of information: financial trends, revenue capacity, debt capacity, demographic and economic and operating information. The overall objectives of this Statement are to improve the understandability and usefulness of the statistical section information. The City also implemented GASB Statement 42, "Accounting for Financial Reporting for Impairment of Capital Assets and for Insurance Recoveries." The financial statements of the City have been prepared to conform to u.S. generally accepted accounting principles (GAAP) as applicable to state and local governments. GASB is the accepted standard-setting body for establishing governmental accounting and financial reporting principles. The following is a summary of the more significant policies. A. Reporting entity An elected mayor and a six-member council govern the City. As required by u.S. generally accepted accounting principles, these financial statements present the City (the primary government) and its component units, which are entities for which the City is considered to be financially accountable. Blended component units, although legally separate entities, are, in substance, part of the City's operations, and so data from these units are combined with data of the primary government. A discretely presented component unit, on the other hand, is reported in a separate column in the government-wide financial statements to emphasize it is legally separate from the City. The City had no discretely presented or blended component units at September 30, 2006. B. Government-wide and fund financial statements The basic financial statements include both government-wide (based on the City as a whole) and fund financial statements. The reporting focus is either the City as a whole (government-wide financial statements) or major individual funds (within the fund financial statements). The government-wide financial statements (i.e., the statement of net assets and the statement of activities) report information on all non-fiduciary activities of the primary government. For the most part, the effect of inter-fund activity has been removed from these statements. Governmental activities, which normally are supported by taxes and intergovernmental revenues, are reported separately from business-type activities, which rely to a significant extent on fees and charges for support. The government-wide statement of activities demonstrates the degree to which the direct expenses of a functional category (public safety, public works, etc.) or segment are offset by program revenues. Direct expenses are those that are clearly identifiable with a specific function or segment. Program revenues include (1) charges to customers or applicants who purchase, use or directly benefit from goods, services or privileges provided by a given function or segment; (2) grants and contributions that are restricted to meeting operational requirements of a particular function or segment; and (3) grants and contributions that are restricted to meeting the capital requirements of a particular function or segment. Taxes and other items not properly included among program revenues are reported instead as general revenues. The net cost (by function or business-type activity) is normally covered by general revenue (property taxes, sales taxes, franchise fees, intergovernmental revenues, interest income, and the like). 29 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 Separate fund financial statements are provided for governmental funds, proprietary funds, and fiduciary funds, even though the latter are excluded from the government-wide financial statements. Major governmental funds and major enterprise funds are reported as separate columns in the fund financial statements. GASB Statement No. 34 sets forth minimum criteria (percentage of assets, liabilities, revenues or expenditures/expenses of either fund category and for the governmental and enterprise funds combined) for the determination of major funds. Non-major funds are combined in a column in the fund financial statements. Internal service funds, which traditionally provide services primarily to other funds of the government, are presented in summary form as part of the proprietary fund financial statements. The financial statements of internal service funds are allocated (based on the percentage of goods or services provided) between the governmental and business-type activities when presented at the government-wide level. The City's fiduciary funds are presented in the fund financial statements. Since by definition these assets are being held for the benefit of a third party (other local governments, individuals, etc.) and cannot be used to address activities or obligations of the government, these funds are not incorporated into the government-wide statements. The government-wide focus is more on the sustainability of the City as an entity and the change in aggregate financial position resulting from the activities of the fiscal period. The focus of the fund financial statements is on the major individual funds of the governmental and business-type categories, as well as the fiduciary funds (by category). Each presentation provides valuable information that can be analyzed and compared to enhance the usefulness of the information. C. Measurement focus, basis of accounting and financial statement presentation The government-wide financial statements are reported using the economic resources measurement focus and the accrual basis of accounting, as are the proprietary fund statements. Revenues are recorded when earned, and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Property taxes are recognized as revenues in the year for which they are levied. Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met. Governmental fund-level financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the government considers revenues to be available if they are collected within 60 days of the end of the current fiscal period. Expenditures generally are recorded when a liability is incurred, as under accrual accounting. However, debt service expenditures, as well as expenditures related to compensated absences and claims and judgments, are recorded only when payment is due. Property tax, franchise fees, sales tax and other taxes associated with the current fiscal period are all susceptible to accrual and so have been recognized as revenues of the current fiscal period. All of the other revenue items are considered to be measurable and available only when cash is received. The City reports the following major governmental funds: The general fund is the City's primary operating fund. All general tax revenues and other receipts that are not allocated by law or contractual agreement to some other fund are accounted for in this fund. From the fund are paid general operating costs, fixed charges and capital improvement costs that are not paid through other funds. The debt service fund accounts for the payment of principal and interest on general long-term liabilities, paid primarily by taxes levied by the City, and for payment of principal and interest on capital leases in the governmental funds. 30 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 The capital projects fund accounts for financial resources used for the acquisition or construction of major capital facilities being financed from bond proceeds, capital contributions, or transfers from other funds, other than those recorded in the enterprise funds and internal service funds. Other governmental funds is a summarization of all of the non-major governmental funds. The City reports the following major proprietary funds: The City utility system is made up of three separate funds as follows: The electric fund accounts for electrical utility services to the residents and commercial establishments of the City. Activities necessary to provide such services are accounted for in the fund, including, but not limited to, administration, operations, maintenance, finance and related debt service. The water fund accounts for water utility services to the residents and commercial establishments of the City. Activities necessary to provide such services are accounted for in the fund, including, but not limited to, administration, operations, maintenance, finance and related debt service. The wastewater fund accounts for sewer and storm water services to the residents and commercial establishments of the City. Activities necessary to provide such services are accounted for in the fund, including, but not limited to, administration, operations, maintenance, finance and related debt service. The City provides additional services through the following fund: The solid waste fund accounts for the provision of solid waste services to the residents of the City. Activities necessary to provide such services are accounted for in the fund, including, but not limited to, administration, operations, maintenance, finance and related debt service. The City additionally reports the following funds: Internal service funds are used to account for the financing of materials and services provided by one department of the City to other departments of the City on a cost-reimbursement basis. Agency funds are used to account for the payment of payroll, employee insurance, and other similar liabilities. The City holds the assets in an agency capacity for individuals, private organizations or other governments. Private-sector standards of accounting and financial reporting (as issued by the Financial Accounting Standards Board) issued prior to December 1, 1989, generally are followed in both the government-wide and proprietary fund financial statements to the extent that those standards do not conflict with or contradict guidance of the GASB. Governments also have the option of following subsequent private-sector guidance for business-type activities and enterprise funds, subject to this same limitation. The City has elected not to follow subsequent private sector guidance. Proprietary funds distinguish operating revenues and expenses from non-operating items. Operating revenues and expenses generally result from providing services and producing and delivering goods in connection with a proprietary fund's principal ongoing operations. The principal operating revenues of the City's electric, water, wastewater and solid waste funds are charges to customers for services. Operating expenses for the enterprise funds and internal service funds include the cost of sales and services, administrative expenses and depreciation on capital assets. All revenues and expenses not meeting this definition are reported as non-operating revenues and expenses. For deferred charges, the City recognizes, as an asset or a liability, the difference between the electric fund's energy cost adjustment (ECA) revenue collected and related costs, in compliance with Financial Accounting Standards Board Statement No. 71. When both restricted and unrestricted resources are available for use, it is the City's policy to use restricted resources first, and then unrestricted resources as they are needed. 31 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 D. Assets, liabilities and net assets or equity 1. Cash., cash equivalents and investments The City's cash and cash equivalents are considered to be cash on hand, demand deposits and short-term investments with original maturities of three months or less from the date of acquisition. Investments are carried at fair market value or cost, if maturities are one year or less. Fair market value is determined as the price at which two willing parties would complete an exchange. Interest earned on investments is recorded in the funds in which the investments are recorded. 2. Receivables Outstanding balances between funds are reported as "interfund receivables/payables." Any residual balances between governmental activities and business-type activities are reported in the government-wide statements as "internal balances." Trade and property tax receivables are shown net of an allowance for uncollectibles. The City accrues amounts for utility services provided in September, but not billed at September 30, 2006. 3. Inventories Inventories of supplies are maintained at the City warehouse for use by all City funds and are accounted for by the consumption method. Cost is determined using a moving average method. No inventories exist in the governmental fund types. 4. Restricted Assets Certain proceeds of the City's proprietary fund revenue bonds, general obligation bonds, and certificates of obligation, as well as certain resources set aside for their repayment, are classified as restricted assets on the balance sheet because their use is limited by applicable bond covenants. Assets collected from impact fees are limited in use and also shown as restricted on the balance sheet of the Water and Wastewater funds. 5. Capital Assets Capital assets, which include property, plant, equipment and infrastructure assets (e.g., roads, bridges, sidewalks and similar items) are reported in applicable governmental or business-type activities columns in the government-wide financial statements and in the proprietary fund financial statements. The City defines capital assets as assets with an initial, individual cost of more than $5,000 and an estimated useful life in excess of one year. Such assets are recorded at historical cost or estimated historical cost if purchased or constructed. Donated capital assets are recorded at estimated fair market value at the time received. Major outlays for capital assets and improvements are capitalized as projects are constructed. Net interest incurred during the construction phase of capital assets of business-type activities and enterprise funds is included as part of the capitalized value of the assets constructed. For 2006, net interest capitalization of $293,779 was recorded for electric fund projects, $122,035 was recorded for water fund projects and $63,239 was recorded for wastewater fund projects. 32 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 Capital assets are depreciated using the straight-line method over the following useful lives: Assets Buildings Infrastructure Streets General improvements Machinery and equipment Furniture and office equipment Computer equipment/software Plant and equipment Underground pipe Water storage rights Water recreation rights Communication equipment Vehicles Years 40 30 - 40 20 10 10 - 20 10 3 -10 5 40 50 - 100 50 5 3 -10 Renewals and betterments of property and equipment are capitalized, whereas normal repaIr and maintenance are charged to expense as incurred. 6. Compensated Absences The City allows employees to accumulate unused vacation up to 320 hours (480 hours for Civil Service Fire employees.) Upon termination, any accumulated vacation time will be paid to an employee. Generally, sick leave is not paid upon termination except for fire fighters and police officers. Firefighters and police officers accumulate unused sick leave up to a maximum of 1080 hours and 720 hours, respectively. All other employees are paid only upon illness while in the employ of the City. Accumulated vacation and sick leave is accrued when incurred in the government-wide and proprietary fund financial statements. A liability for these amounts is reported in governmental funds only if they have matured, for example, as a result of employee resignations and retirements. The General Fund has been used in prior years to liquidate governmental funds' related liability. 7. Arbitrage Arbitrage involves the investment of the proceeds from the sale of tax-exempt securities in a taxable money market instrument that yields a higher rate, resulting in interest revenue in excess of interest costs. Federal tax code requires that these excess earnings be rebated to the federal government. The Capital Projects Fund has been used in prior years to liquidate governmental funds' related liability. 8. Long-term obligations In the government-wide financial statements and proprietary fund types in the fund financial statements, long-term obligations are reported as liabilities. Bond premiums and discounts, as well as issuance costs, are deferred and amortized over the life of the bonds. Bonds payable are reported net of the applicable bond premium or discount. Gains and losses on refunding are amortized over the life of the refunded debt or the life of the new issue, whichever is shorter. In the fund financial statements, governmental fund types recognize bond premiums and discounts, as well as bond issuance costs, during the current period. The face amount of debt issued is reported as other financing sources. Premiums received on debt issuances are reported as other financing sources while discounts on debt issuances are reported as other financing uses. Issuance costs, whether or not withheld from the actual debt proceeds received, are reported as debt service expenditures. 33 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 9. Fund equity In the fund financial statements, governmental funds report reservations of fund balance for accounts that are not available for appropriation or are legally restricted by outside parties for use for a specific purpose. Designations of fund balances represent management plans that are subject to change. II. RECONCILIATION OF GOVERNMENT-WIDE AND FUND FINANCIAL STATEMENTS A. Explanation of certain differences between the governmental fund balance sheet and the government- wide statement of net assets The governmental fund balance sheet includes a reconciliation between fund balance - total governmental funds and net assets - governmental activities as reported in the government-wide statement of net assets. One element of that reconciliation explains the "long-term liabilities, including bonds payable, are not due and payable in the current period and therefore are not reported as liabilities in the funds." The details of this $(116,438,877) difference are shown below. General obligation bonds payable Certificates of obligation payable Less: deferred charge for issuance cost Arbitrage liability Accrued interest on bonds Leases payable Compensated absences Net adjustments to reduce fund balance - total governmental funds to arrive at net assets - governmental activities $ (58,742,900) (46,700,000) 567,013 (25,968) (653,690) (3,559,742) (7~323~590) $(116_438_877) B. Explanation of certain differences between the governmental fund statement of revenues, expenditures and changes in fund balances and the government-wide statement of activities The governmental fund statement of revenues, expenditures and changes in fund balances includes a reconciliation between net changes in fund balances - total governmental funds and changes in net assets of governmental activities as reported in the government-wide statement of activities. One element of that reconciliation explains, "Governmental funds report capital outlays as expenditures. However, in the statement of activities, the cost of those assets is allocated over their estimated useful lives and reported as depreciation expense." The details of the $(2,692,825) difference are as follows: Capital outlay Depreciation expense Net adjustment to decrease net changes in fund balances - total governmental funds to arrive at changes in net assets of governmental activities 34 $9,056,102 (11 ~ 7 48~927) $ (2_692_825) CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 Another element of that reconciliation states, "Bond proceeds provides current financial resources to governmental funds, but issuing debt increases long-term liabilities in the statement of net assets. Repayment of bond principal is expenditure in the governmental funds, but the repayment reduces long-term liabilities in the statement of net assets. This is the amount by which proceeds exceeded payments." The details of this $(3,635,181) difference are as follows. Debt issued or incurred: Issuance of general obligation debt Issuance of certificates of obligation Principal repayments: Principal retirement Net adjustment to decrease net changes in fund balances - total governmental funds to arrive at changes in net assets of governmental activities $(3,695,000) (5,855,000) 5~914~819 $ (3_635_181) Another element of that reconciliation states, "The net effect of various miscellaneous transactions involving capital assets (i.e., sales, trade-ins and donations) is to increase net assets." The details of this $5,251,153 difference are as follows: Loss on disposal of capital assets Adjustment for depreciation expense on governmental activities Donations of capital assets increase net assets in the statement of activities but do not appear in the governmental funds because they are not financial resources. Net adjustment to increase net changes in fund balances - total governmental funds to arrive at changes in net assets of governmental activities (25,344) 71,946 5~204~551 $ 5,251,153 Another element of that reconciliation states, "Certain expenses reported in the statement of activities do not require the use of current financial resources and therefore are not reported as expenditures of governmental funds." The details of the $(399,599) difference are as follows: Compensated absences Arbitrage liability Accrued interest Net adjustments to decrease net changes in fund balances - total governmental funds to arrive at changes in net assets of governmental activities $ (381,689) (25,968) 8~058 $(399_599) III. STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY A. Budgetary information The City Council follows these procedures, as prescribed by City Charter, in establishing the budgets reflected in the financial statements: 35 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 1. At least sixty days prior to the beginning of each fiscal year, the City Manager submits to the City Council a proposed budget for the fiscal year beginning on the following October 1. The operating budget includes proposed expenditures and the means of financing them. 2. Public hearings are conducted prior to the adoption of the budget in order to obtain taxpayer comments. 3. The annual budget adopted by the City Council covers the general fund, special revenue funds (Recreation Fund, Police Confiscation Fund, Emily Fowler Library Fund, and Tourist and Convention Fund only), the debt service fund, the enterprise funds, and internal service funds (except for the Risk Retention Fund). The budget is legally enacted by the City Council through passage of an ordinance prior to the beginning of the fiscal year. The basic financial statements reflect the legal level of control, (i.e. the level at which expenditures cannot legally exceed the appropriated amount) which is established at fund level as approved by City Council. 4. The City Charter provides that the City Manager has the authority to transfer any unencumbered appropriation balances from one appropriation to another within a single function (office, department, or agency). City Council approval is not required at this level. The Charter also provides that at any time during the year, at the request of the City Manager, City Council may by resolution transfer any part of the unencumbered appropriation balances or the entire balance thereof between functions, as well as make any increases in fund appropriations. Budgets are adopted on a basis for the governmental funds, proprietary funds, and the budgeted special revenue funds where encumbrances are treated as budgeted expenditures in the year of commitment to purchase; and depreciation expense for the proprietary funds is not budgeted. At the end of the year, encumbrances for which goods and services have not been received are cancelled. At the beginning of the subsequent year, management reviews all open encumbrances and, as provided in the budget ordinance appropriation, these encumbrances may be re-established. In 2006 no encumbrances were carried forward in the budget. Also, during the budgetary process, amounts are included in fund budgets to recognize administrative transfers between funds for goods or services. These amounts are not included in the reporting of actual activity for the funds. For funds reporting required budget-to-actual comparisons, these administrative transfers are included as adjustments - budgetary basis. B. Deficit fund equity The Recreation special revenue fund had a deficit fund balance of $(1,027,034) at September 30, 2006. This deficit was a result of less than anticipated revenue from park admission, summer camp attendance, swim lesson attendance, concession sales and fall adult softball registration. Elimination of the deficit fund balance is anticipated by 2018 through the imposition of a one-cent property tax increase beginning in 2006. IV. DETAILED NOTES ON ALL FUNDS A. Cash and investments In order to facilitate effective cash management practices, the operating cash of all funds is pooled into common accounts for the purpose of increasing income through combined investment activities. At year-end, the City had $23,601,725 in cash and cash equivalents, including $20,500,000 invested in money market funds that the City considers cash equivalent. Of the $23,601,725, agency funds reported $1,326,923. The bank balance was covered by collateral with a fair value of $24,465,949. In addition, the City had $13,743 in petty cash at year- end. Statutes authorize the City to invest in obligations of the u.S. Treasury; U.S. agencies, fully collateralized repurchase agreements, public fund investment pools, SEC-registered, no-load, money market mutual funds, investment-grade, rated municipal securities of any state and fully collateralized certificates of deposit. The investments reported at September 30, 2006, were similar to those held during the fiscal year. 36 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 The City reports all investments in the financial statements at fair value. At September 30, 2006, the City's investments carried a fair value of $283,932,097. As of September 30, 2006, City investments were as follows: Investment Type Money Market Fund Weighted Average Fair Value Maturity (Days) $ 20,500,000 1 164,410,077 407 56~389~875 583 15 ~407 ~969 680 27~224~176 763 $283,932,097 u.S. Treasury Securities u.S. Agency Securities-Coupon u.S. Agency Securities-Callable u.S. Agency Securities-Discount Total fair value of investments Portfolio weighted average maturity 462 Interest rate risk. In accordance with its investment policy, the City manages its exposure to declines in fair values due to interest rate fluctuations by limiting the weighted average maturity of its investment portfolio to less than eighteen months. With review and approval of the City's investment committee, the weighted average maturity of its investment portfolio may be extended beyond eighteen months. Credit risk. The City's investment policy limits investments to obligations of the United States of America and its agencies, investment quality obligations of the States with a rating not less than AA, fully insured Certificates of Deposit, and commercial paper that has a maturity of 270 days or less and a rating of A-I or P-l. The City's investments in the bonds of u.S. agencies was rated AAA by Standard & Poor's and Fitch Ratings and Aaa by Moody's Investors Service. Custodial credit risk. This is the risk that in the event of a bank or counterparty failure, the City's deposits or investments may not be returned to it. The policy states that all bank deposits and bank investments of City funds shall be secured by pledged collateral with a market value equal to no less than 102 percent of the principal plus accrued interest less an amount insured by FDIC, if a deposit. 37 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 Cash, cash equivalents and investments, at fair value, are reported together on the financial statements. Investments, at fair value, excluding money market funds, by fund were as follows: Other General Capital Governmental Fund Projects Funds Electric Unrestricted investments $ 10,921,424 $ 30,990,078 $ 3,432,694 $ 60,721,844 Change in fair value (9,840) (156,539) (9,687) (1,340,943) Restricted investments 40,269,162 Change in fair value (511,164) Total $ 10,911,584 $ 30,833,539 $ 3,423,007 $ 99,138,899 Internal Total Service City Water Wastewater Solid Waste Funds Investments Unrestricted investments $ 18,970,094 $ 3,404,517 $ 5,731,252 $ 16,680,242 $ 150,852,145 Change in fair value (7,435) (6,596) (37,615) (228,462) (1,797,117) Restricted investments 42,870,650 25,966,455 4,956,430 1,900,102 115,962,799 Change in fair value (686,721) (360,689) (6,116) (21,040) (1,585,730) Total $ 61,146,588 $ 29,003,687 $ 10,643,951 $ 18,330,842 $ 263,432,097 B. Property tax revenue Property taxes attach as an enforceable lien on property as of January 1. Taxes are levied on October 1 and are due and payable at that time; therefore, the legally enforceable claim arises on October 1. A receivable is recorded at that time. All unpaid taxes levied October 1 become delinquent February 1 of the following year. Property taxes at the fund level are recorded as receivables and revenue at the time the tax levy is billed. Current-year revenues recognized are those ad valorem taxes collected within the current period or soon enough thereafter to pay current liabilities, which is sixty days after year-end. Current tax collections for the year ended September 30, 2006, were 98.7% of the tax levy. An allowance is provided for delinquent taxes not expected to be collected in the future. At September 30,2006, the City had a tax rate of $0.60815 per $100 valuation. Based upon the maximum ad valorem tax of $2.50 per $100 valuation imposed by Texas Constitutional law, the City had a tax rate margin of $1.89185. Additional revenues up to $90,607,825 could be raised per year based on the current year's certified assessed value of$4,789,376,811 before the limit is reached. 38 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 C. Receivables Receivables at September 30, 2006, for the City's individual major funds and other funds (non-major funds, internal service funds and fiduciary funds), including the applicable allowances for uncollectible accounts, are shown below. Capital General Debt Service Pro] ects Electric Water Receivables: Taxes $4,184,802 $ 342,661 $ $ $ Accounts 21,430,294 3,097,191 Accrued interest 209,625 396,086 815,111 501,161 Unbilled utility service 6,425,619 1,182,883 Other 7,587,777 472,526 3,840 Gross receivables 11,982,204 342,661 868,612 28,671,024 4,785,075 Less: Allowance for uncollectibles (5,735,577) (97,910) (11,884,354) (1,463,973) Net total receivables $6~246~627 $ 244~751 $ 868~612 $ 16~ 786~670 $ 3~321~102 Other Internal Waste- Solid Governmental Service water Waste Funds Funds Total Receivables: Taxes $ $ $ $ $ 4,527,463 Accounts 2,758,232 2,022,864 29,308,581 Accrued interest 223,065 103,305 35,328 99,731 2,383,412 Unbilled utility service 969,777 641,829 9,220,108 Other 190,275 113,527 8,367,945 Gross receivables 3,951,074 2,767,998 225,603 213,258 53,807,509 Less: Allowance for uncollectibles (1,627,991) (1,224,249) (22,034,054) Net total receivables $2~323~083 $ 1~543~749 $ 225~603 $ 213~258 $ 31~773~455 39 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 D. Capital assets Capital assets balances and transactions for the year ended September 30, 2006 are summarized below and on the following page. Governmental activities: Balance at Balance at October 1, 2005 Increases Decreases September 30, 2006 Capital assets not being depreciated: Land $ 7,848,270 $ - $ (18,776) $ 7,829,494 Construction in progress 1 0~528~ 186 9~616~781 (10~514~904) 9~630~063 Total capital assets not being depreciated 18~3 7 6~456 9~616~781 (10~533~680) 17~459~557 Capital assets being depreciated: Buildings 46,787,662 4,096,176 (14,300) 50,869,538 Infrastructure 157,398,404 8,806,125 (20,700) 166,183,829 Plant, machinery and equipment 60~352~321 7~339~226 (4~634~814) 63~056~733 Total capital assets being depreciated 264~538~387 20~241~527 (4~669~814) 280~110~100 Less accumulated depreciation for: Buildings 10,616,133 1,183,264 (14,300) 11,785,097 Infrastructure 63,113,080 7,836,450 (20,700) 70,928,830 Plant, machinery and equipment 31~692~709 6~81 0~923 ( 4~ 112~606) 34~391 ~026 Total accumulated depreciation 1 05~421 ~922 15~830~637 (4~147~606) 117~104~953 Total capital assets, being depreciated, net 159~ 116~465 4~410~890 ( 522~208) 163~005~147 Governmental activities capital assets, net $177 ~492~921 $14~027~671 $(11~055~888) $180~464~704 Capital assets for governmental activities include capital assts held in the internal service funds. (Continued) 40 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 Business- type activities: Balance at Balance at October 1, 2005 Increases Decreases September 30, 2006 Capital assets not being depreciated: Land $ 8,466,829 $ 1,312,831 $ $ 9,779,660 Construction in progress 30~277~357 23~571~603 (16~598~179) 37~250~781 Total capital assets not being depreciated 38~744~ 186 24~884~434 (16~598~ 179) 47 ~030~441 Capital assets being depreciated: Buildings 6,779,729 (160,337) 6,619,392 Landfill improvements 9,795,557 90,107 9,885,664 Water rights 69,883,098 69,883,098 Infrastructure 260,336,899 17,071,580 (377,450) 277,031,029 Plant, machinery and equipment 177~527~661 8~326~ 778 (7 ~202~ 738) 178~651~701 Total capital assets being depreciated 517~543~215 32~268~ 194 (7~740~525) 542~070~884 Less accumulated depreciation for: Buildings 2,511,760 (63,484) 2,448,276 Landfill improvements 8,896,825 439,549 9,336,374 Water rights 11,391,349 696,331 12,087,680 Infrastructure 56,932,976 6,763,931 (302,668) 63,394,239 Plant, machinery and equipment 76~769~783 3~405~812 ( 402~967) 79~772~628 Total accumulated depreciation 153~990~933 13~817~383 (769~119) 167~039~197 Total capital assets, being depreciated, net 363~552~282 18~450~811 ( 6~971 ~406) 375~031~687 Business-type activities capital assets, net $402,296,468 $43,335,245 $(23.569.585) $422,062,128 (The prior period included $6,779,729 of Plant, machinery and equipment that has been reclassified as Buildings. The Increases and Decreases columns above reflect these adjustments.) Depreciation expense was charged to governmental activities functions/programs as follows: Governmental activities: General government Public safety Public works Parks and recreation Capital assets held by the internal service funds are charged to the various functions based upon usage Total depreciation expense - governmental activities Business-type activities: Electric Water Wastewater Solid Waste Total depreciation expense - business-type activities 41 $ 2,226,360 1,117,693 7,392,270 1,012,603 4~081~711 $15,830,637 $ 4,074,474 4,391,403 3,837,806 1~513~700 $13,817,383 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 Construction commitments The City has several major construction projects planned or in progress as of September 30, 2006. These projects are evidenced by contractual commitments with contractors and include: Proiect Fire Station #7 U S 377 Alternate R D Wells Interchange Denton West R D Wells Transmission R D Wells Hickory Substation Hwy 380 Water and Wastewater Relocate IH35 & West Water SW Storage Area & BP Station Landfill Cell 3A Spent-to-Date $1,724,932 1,476,290 101,956 943,860 201,280 10,948 3,182,145 485,336 Remaining Commitment $2,581,952 2,023,709 3,224,009 2,317,813 1,498,422 1,542,551 2,202,885 2,022,764 E. Interfund receivables, payables and transfers A summary of interfund receivables and payables (in thousands) at September 30, 2006, is as follows: Interfund Payables: Governmental Major Funds Business- Type Major Funds Non-Major Internal Interfund Governmental Solid Service Receivables: General Fund Funds Electric Water Wastewater Waste Funds Total Governmental Major Funds: General Fund $ $ 1 , 164 $ - $ $ $ $ 277 $ 1 ,441 Capital Projects Fund 181 181 Non-Major Governmental Funds 489 64 93 49 47 24 766 Business- Type Major Funds: Electric 84 141 973 2,612 3,810 Water 294 274 568 Wastewater 71 257 328 Solid Waste 83 12 77 172 Internal Service Funds 310 3 23 17 16 370 Total $ 1,358 $ 1 , 164 $ 67 $ 411 $ 78 $ 1,021 $ 3,537 $ 7,636 42 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 The more significant interfund receivables and payables include the following: Interfund receivables Electric fund Non-Major governmental funds Electric fund General fund Interfund pavables Internal service funds General fund Solid Waste fund Non-Major governmental funds Amount $2,429,896 488,482 972,976 957,948 The balance between Non-Major Governmental Funds and the General Fund reflects the current year contribution to other post retirement benefits reserve. The outstanding balances between the Electric Fund and the Internal Service Funds are a result of the cash position in the Materials Management Fund due to inventory purchases. The balance between the Electric Fund and the Solid Waste Fund reflects the purchase and sale of investments between funds. The balance between the General Fund and Non-Major Governmental Funds reflects the General Fund's support of the Recreation Fund. This particular payable is not expected to be repaid within one year. Transfers between funds (in thousands) during the year were as follows: Transfers Out: Governmental Major Funds Business- Type Major Funds Capital Non-Major Internal General Projects Governmental Solid Service Transfers In: Fund Fund Funds Electric Water Wastewater Waste Funds Total Governmental Major Funds: General Fund $ $ $ 261 $ $ $ $ $ 319 $ 580 Debt Service Fund 31 462 631 251 1,375 Capital Projects Fund 914 9 10 933 Non-Major Governmental Funds 923 5 64 94 49 47 24 1,206 Internal Service Funds 252 252 Total $ 1,868 $ 719 $ 270 $ 64 $ 104 $ 680 $ 47 $ 594 $ 4,346 43 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 The more significant transfers include the following: Transfers from fund General fund General fund General fund Internal service funds Wastewater fund Capital projects fund Transfers to fund Capital Projects Non-Major governmental funds Non-Major governmental funds General fund Debt service fund Debt service fund Amount $913,720 500,000 350,552 318,610 631,764 461,602 Transfers from the General Fund to Capital Projects are to fund future capital projects. Transfers from the General Fund to Non-Major Governmental Funds reflect the funding of other post-employment benefits as well as the Recreation Fund's share of current year property tax revenues. Transfers from the Wastewater Fund and Capital Projects Fund to the Debt Service Fund are used to move revenues from the fund with collection authorization to the Debt Service Fund as debt service principal and interest payments become due. Transfers from the Internal Service Funds to the General Fund reflect direct operating cost transfers for Risk Retention. F. Leases Leases payable represent the remaining principal amounts payable under lease purchase agreements for the acquisition of equipment through the motor pool fund, an internal service fund. These leases are recorded as capital leases. Remaining requirements, including interest, under these leases are as follows: Year 2007 2008 2009 2010 Payments $1,046,319 1,046,319 924,811 803 ~3 03 3,820,752 261~010 $3,559,742 Total minimum lease payments Less: amount representing interest Present value of minimum future lease payments The following schedule provides an analysis of the City's investments In equipment under capital lease arrangements as of September 30, 2006: Equipment Less: Accumulated Depreciation Total $2,665,584 600~804 $2,064,780 44 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 G. Long-term debt Long-term liabilities transactions for the year ended September 30, 2006, are summarized as follows below and on the following page: Balance at Balance at Octo ber 1, September 30, Due Within 2005 Increases Decreases 2006 One Year Governmental Activities: General obligation bonds $ 58,870,849 $ 3,695,000 $ 3,822,949 $ 58,742,900 $ 4,017,583 Certificates of obligation 41,791,588 8,160,000 3,251,588 46,700,000 3,425,000 Obligations under capital leases 2,210,846 2,365,000 1,016,104 3,559,742 935,736 Arbitrage payable 25,968 25,968 Compensated absences payable 6,932,537 3,098,880 2,707,827 7,323,590 2,804,264 Claims payable 1,803,000 1,740,353 548,140 2,995,213 453,750 Unamortized premium/( discounts) 394,367 53,087 28,863 418,591 30,042 Unamortized deferred gain/ (loss) (508,493 ) (115,288) (393,205) Total governmental long - term liabilities $111,494,694 $19,138,288 $11,260,183 $119,372,799 $11,666,375 Business-type Activities: Revenue bonds $281,120,000 $8,515,000 $12,330,000 $277,305,000 $13,325,000 General obligation bonds 3,904,151 322,051 3,582,100 482,417 Certificates of obligation 9,233,412 4,505,000 1,763,412 11,975,000 1,450,000 Arbitrage payable 1 ,218 3,887 5,105 Compensated absences payable 1,332,259 1,462,748 1,234,925 1,560,082 1,379,355 Note payable 3, 141 ,222 3, 141 ,222 Landfill closure/post-closure costs 3,411,627 277,781 3,689,408 Unamortized premium/( discounts) 7,867,768 23,012 471,477 7,419,303 452,975 Unamortized deferred gain/ (loss) (9,002,261) (725,034) (8,277,227) Total business-type activities 301,009,396 14,787,428 15,396,831 300,399,993 17,089,747 Total long-term liabilities $412,504,090 $33,925,716 $26,657,014 $419,772,792 $28,756,122 45 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 General bonded debt - General obligation and certificates of obligation issued for general government purposes at September 30, 2006 are comprised of the following: Gross Amount Original Outstanding at Interest Rate Final Amount September 30, Bonded Debt (%) Issue Date Maturity of Issue 2006 General obligation 5.0 to 7.0 1997 2017 $ 4,700,000 $ 455,000 General obligation 5.25 to 5.25 1998 2018 9,660,000 5,780,000 General obligation 4.1 to 5.0 1999 2019 8,215,000 5,330,000 General obligation refunding 3.2 to 5.0 1999A 2016 5,538,780 4,185,645 General obligation 5.25 to 6.125 2000 2020 3,750,000 945,000 General obligation 4.5 to 5.5 2001 2021 14,245,000 10,695,000 General obligation 5.0 to 5.25 2002 2022 12,075,000 10,760,000 General obligation refunding 3.0 to 4.75 2003 2023 7,233,065 4,767,255 General obligation refunding 2.5 to 5.0 2004 2020 7,370,000 7,235,000 General obligation 3.0 to 5.0 2005 2025 5,000,000 4,895,000 General obligation 4.25 to 4.875 2006 2026 3,695,000 3,695,000 Total general obligation bonds 81,481,845 58,742,900 Certificates of obligation 4.0 to 5.0 1998 2018 5,625,000 905,000 Certificates of obligation 4.1 to 5.0 1999 2019 5,926,273 3,835,000 Certificates of obligation 5.25 to 6.125 2000 2020 3,125,000 775,000 Certificates of obligation 4.25 to 5.25 2001 2021 10,400,000 4,555,000 Certificates of obligation 4.7 to 5.25 2002 2022 7,145,000 6,485,000 Certificates of obligation 3.0 to 4.75 2003 2023 5,650,000 4,695,000 Certificates of obligation 2.0 to 5.0 2004 2024 12,805,000 12,085,000 Certificates of obligation 3.0 to 4.375 2005 2025 5,575,000 5,205,000 Certificates of obligation 4.0 to 4.75 2006 2026 8,160,000 8,160,000 Total certificates of obligation 64,411,273 46,700,000 Total general bonded debt $145,893,118 $105,442,900 [The amounts do not include net unamortized premiums/( discounts) of $418,591 nor net deferred gain/(loss) on refunding of ($393,205).] Proceeds of general bonded debt are restricted to the uses for which they were approved in the bond elections. The City Charter expressly prohibits the use of bond proceeds to fund operating expenses. The general obligations are collateralized by the full faith and credit of the City and, primarily, payable from property taxes. In prior years, the City defeased general obligation bonds by placing the proceeds of new bonds in an irrevocable trust to provide for all future debt service payments on the old bonds. Accordingly, the trust account assets and liabilities for the defeased bonds are not included in the City's financial statements. On September 30, 2006, $5,925,000 of general obligation bonds considered defeased are still outstanding. 46 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 In July 2006, the City issued $12,665,000 in certificates of obligation and $3,695,000 of general obligation bonds. The debt was issued to pay the cost of various Capital Project improvements ($9,550,000) and proprietary fund capital improvements ($6,810,000). The bonds and obligations are payable over the next 20 years. Revenue bonds - Revenue bonded debt at September 30, 2006, is comprised of the following issues: Principal Net Net Original Outstanding at Unamortized Outstanding at Interest Rate Issue Final Amount September 30, Premium/ September 30, Revenue Bonds (%) Date Maturity of Issue 2006 (Discount) 2006 Utility system refunding 3.55 to 6.75 1993 2008 $ 6,045,000 $ 580,000 $ (703) $ 579,297 Utility system refunding 5.3 to 7.8 1996 2025 36,510,000 865,000 (4,110) 860,890 Utility system 5.3 to 7.4 1996 2017 2,750,000 125,000 125,000 Utility system 4.3 to 6.3 1998 2018 7,175,000 1,800,000 1,800,000 Utility system refunding 4.65 to 6.65 1998 2030 36,795,000 19,665,000 (220,657) 19,444,343 Utility system refunding 4.0 to 5.0 1998 2015 7,640,000 7,150,000 7,150,000 Utility system 4.974 to 6.0 2000 2020 54,880,000 17,920,000 18,985 17,938,985 Utility system 4.0 to 5.4 2001 2021 59,545,000 50,725,000 456,828 51,181,828 Utility system 4.25 to 5.0 2002 2022 56,710,000 49,265,000 284,223 49,549,223 Utility system 5.0 to 6.5 2002 2022 13,985,000 3,860,000 (10,837) 3,849,163 Utility system 3.625 to refunding 5.625 2003 2022 50,180,000 39,105,000 1,291,352 40,396,352 Utility system refunding 2.0 to 5.25 2004 2024 24,850,000 23,940,000 1,133,738 25,073,738 Utility system refunding 3 .0 to 5.0 2005 2023 53,845,000 53,790,000 4,445,952 58,235,952 Utility system 4.5 to 5.0 2006 2026 8,515,000 8,515,000 8,515,000 Total revenue Bonds $419,425,000 $277,305,000 $7,394,771 $284,699,771 [The amounts do not include net unamortized gain/Closs) on refunding of ($8,158,926).] In July 2006, the City issued $8,515,000 in revenue bond debt. The debt was issued to pay for the cost of various utility system improvements and upgrades. The bonds are payable over the next 20 years. 47 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 Other enterprise obligations - General obligation bonds and certificates of obligation issued for solid waste fund at September 30, 2006, is comprised of the following: Other Obligations General obligation refunding General obligation refunding General obligation refunding Total general obligation bonds Certificates of obligation Certificates of obligation Certificates of obligation Certificates of obligation Certificates of obligation Certificates of obligation Total certificates of obligation Total other enterprise obligations Interest Rate Issue Final (%) Date Maturity 3.2 to 5.0 1999 2016 3.0 to 4.75 2003 2023 2.5 to 5.0 2004 2015 4.25 to 5.25 4.7 to 5.25 3.0 to 4.75 2.0 to 5.0 3.0 to 4.375 4.0 to 4.75 2001 2002 2003 2004 2005 2006 2021 2022 2023 2024 2025 2026 Original Amount of Issue $ 1,481,220 846,935 2,040,000 4,368,155 3,845,000 5,445,000 1,755,000 1,195,000 1,570,000 4,505,000 23,315,046 $27,683,201 Gross Amount Outstanding at September 30, 2006 $ 1,119,355 547,745 1,915,000 3,582,100 1,015,000 3,050,000 980,000 1,010,000 1,415,000 4,505,000 11,975,000 $15,557,100 [The amounts do not include net unamortized premiums/(discounts) of $24,532 nor net deferred gain/Closs) on refunding of ($118,301).] The revenue bonds are collateralized by the revenue of the Denton utility system funds (System) and the various special funds established by the bond ordinance. The ordinance provides that the revenue of the System is to be used first to pay operating and maintenance expenses of the System and second to establish and maintain the revenue bond funds. Any remaining revenues may then be used for any lawful purpose. The ordinance also contains provisions, which among other items restricts the issuance of additional revenue bonds unless the special funds noted above contain the required amounts and certain financial ratios are met. Management believes the City is in compliance with all significant requirements. Assets in these accounts consist of cash and u.S. government securities. Below is a summary of the various net asset balances in the funds required by the bond ordinance to be restricted for debt service. Interest and sinking fund Reserve fund Total restricted net assets restricted for debt service $11,884,032 17,306,122 $29,190,154 In prior years, the City defeased revenue bonds by placing the proceeds of new bonds in an irrevocable trust to provide for all future debt service payments on the old bonds. Accordingly, the trust account assets and liabilities for the defeased bonds are not included in the City's financial statements. On September 30, 2006, $87,145,000 of revenue bonds considered defeased is still outstanding. 48 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 Note payable In 1980, the City and the City of Dallas contracted with the Army Corps of Engineers for the construction and development of Ray Roberts Reservoir in Denton County. In contracts with the Army Corp of Engineers, the City will pay for twenty-six (26%) percent of the estimated water storage rights of the reservoir. Water obtained from the reservoir will be pro rata on the basis of each city's proportional share of total construction cost. The closing of the dam was completed in 1987 with water being available from the reservoir in 1989. The note will become due and payable when the Army Corps of Engineers provides the City the final and complete costs for the greenbelt and recreation area. Schedule of long-term debt maturities Aggregate maturities of the long-term debt (principal and interest) for the years subsequent to September 30, 2006, are shown below and on the following page: Governmental Activities: Fiscal Year 2007 2008 2009 2010 2011 2012-2016 2017-2021 2022-2026 Total General Obligation Principal Interest $ 4,017,583 $ 2,703,907 3,890,723 2,512,586 3,728,569 2,343,172 3,660,885 2,179,616 3,877,630 2,007,655 20,092,510 7,212,666 15,265,000 2,741,731 4,210,000 342,572 $58,742,900 $22,043,905 Certificates of Obligation Total Principal Interest $ 8,378,319 $ 4,863,445 8,396,655 4,471,998 8,254,205 4,125,217 8,108,323 3,780,699 7,277,630 3,435,015 31,417,510 12,712,259 26,530,000 5,601,251 10,640,000 883,822 $261,009 $109,002,642 $39,873,706 Capital Leases Principal Interest $ 935,736 $ 110,583 965,932 80,386 875,636 49,175 782,438 20,865 Principal $ 3,425,000 3,540,000 3,650,000 3,665,000 3,400,000 11,325,000 11,265,000 6,430,000 $46,700,000 Interest $ 2,048,955 1,879,026 1,732,870 1,580,218 1,427,360 5,499,593 2,859,520 541,250 $17,568,792 $3,559,742 49 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 Business- Type Activities: Fiscal Year 2007 2008 2009 2010 2011 2012-2016 2017-2021 2022-2026 2027-2031 Total Fiscal Year 2007 2008 2009 2010 2011 2012-2016 2017-2021 2022-2026 2027-2031 Total General Obligation Principal $ 482,417 449,277 471,431 474,115 332,370 1,372,490 Interest $130,088 115,145 100,124 83,630 68,146 131,536 Certificates of Obligation Principal Interest $ 1,450,000 $ 517,874 1,155,000 450,434 985,000 408,408 945,000 368,321 805,000 330,084 2,935,000 1,171,942 2,385,000 613,474 1,315,000 120,512 $11,975,000 $3,981,049 Total Principal Interest $15,257,417 $ 14,034,807 18,875,499 13,312,570 15,676,431 12,530,751 16,164,115 11,722,550 14,742,370 10,939,064 81,152,490 43,192,202 90,110,000 22,061,857 34,090,000 5,646,993 9,935,000 1,051,266 - $296,003,322 $134,492,060 $3,141,222 $ Revenue Principal Interest $ 13,325,000 $ 13,386,845 14,130,000 12,746,991 14,220,000 12,022,219 14,745,000 11,270,599 13,605,000 10,540,834 76,845,000 41,888,724 87,725,000 21,448,383 32,775,000 5,526,481 9,935,000 1,051,266 $277,305,000 $129,882,342 $3,582,100 $628,669 50 [The amounts above and on the previous page do not include net unamortized premium/(discount) of $7,837,894 nor net unamortized gain/Closs) on refunding of ($8,670,432).] Notes Payable Principal Interest $ $ 3, 141 ,222 Bonds authorized and unissued General obligation bonds authorized but unissued as of September 30,2006, amounted to $33,710,000. When issued, the proceeds will be allocated to the applicable capital projects. H. Landfill closure and post-closure cost State and federal laws and regulations require the City to place a final cover on its Mayhill Road landfill site upon closure and to perform certain maintenance and monitoring functions at the site for thirty years after closure. Although closure and post-closure care costs will be paid only upon anticipated closure, the City reports a portion of these costs as an operating expense in each period based on landfill capacity used as of each balance sheet date. Based on a model created by a 2005 engineering study, total landfill closure and post- closure cost increased from $14,226,967 to $14,582,641 and increased this year's reported landfill closure and post-closure expense by $277,781. The $3,689,408 reported as landfill closure and post-closure care liability represents the cumulative amount incurred to date based on the use of 25.3% of the estimated capacity of the entire landfill at September 30, 2006. Based on this estimate, the remaining potential estimated liability for closure and post-closure care of the entire landfill is $10,893,233. The City will recognize the remaining estimated cost of closure and post-closure care as the remaining capacity is filled. These amounts are based on what it would cost to perform closure and post- closure care in 2006. Actual cost may fluctuate due to inflation, changes in technology, or changes in CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 regulations. The landfill has a remaining life of 28 years, and the City expects to close the landfill in fiscal year 2034. The solid waste fund has provided for a designation of cash and investments of $3,689,408 at September 30, 2006, and anticipates increasing the reserve in future periods as the closure and post-closure activities are carried out. v. OTHER INFORMATION A. Pension plans Texas Municipal Retirement Plan Plan description The City provides pension benefits for all of its full-time employees (except fire fighters) through a non- traditional, joint contributory, hybrid-defined benefit plan in the state-wide Texas Municipal Retirement System (TMRS), one of 811 administered by TMRS, an agent multiple-employer public employee retirement system. Benefits Benefits depend upon the sum of the employee's contributions to the plan, with interest, and the City-financed monetary credits, with interest. At the date the plan began, the City granted monetary credits for service rendered before the plan began of a theoretical amount equal to two times what would have been contributed by the employee, with interest, prior to establishment of the plan. Monetary credits for service since the plan began are a percent (200%) of the employee's accumulated contributions. In addition, the City can grant, as often as annually, another type of monetary credit referred to as an updated service credit which is a theoretical amount which, when added to the employee's accumulated contributions and the monetary credits for service since the plan began, would be the total monetary credits and employee contributions accumulated with interest if the current employee contribution rate and City matching percent had always been in existence and if the employee's salary had always been the average of their salary in the last three years that are one year before the effective date. At retirement, the benefit is calculated as if the sum of the employee's accumulated contributions with interest and the employer-financed monetary credits with interest were used to purchase an annuity. Members can retire at ages 60 and above with five or more years of service or with 20 years of service regardless of age. A member is vested after five years. The plan provisions are adopted by the governing body of the City, within the options available in the state statutes governing TMRS and within the actuarial constraints also in the statutes. These retirees may also participate in the City's health, dental, and vision plans as other post employment benefits. Contributions The contribution rate for the employees is 7%, and the City matching ratio is currently 2 to 1, both as adopted by the governing body of the City. Under the state law governing TMRS, the actuary annually determines the city contribution rate. This rate consists of the normal cost contribution rate and the prior service contribution rate, both of which are calculated to be a level percent of payroll from year to year. The normal cost contribution rate finances the currently accruing monetary credits due to the City matching percent, which are the obligation of the City as of an employee's retirement date, not at the time the employee's contributions are made. The normal cost contribution rate is the actuarially determined percent of payroll necessary to satisfy the obligation of the City to each employee at the time a retirement becomes effective. The prior service contribution rate amortizes the unfunded actuarial liability over the remainder of the plan's 25-year amortization period. The unit credit actuarial cost method is used for determining the City contribution rate. Both the employees and the City make contributions monthly. Three-Year Trend Information for TMRS Funding Year ending Annual required contribution (ARC) Actual contributions Percent contributed 12/31/05 $9,347,195 $9,347,195 100% 12/31/04 $8,707,103 $8,707,103 100% 12/31/03 $8,313,904 $8,313,904 100% 51 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 Actuarial Assumptions 12/31/05 Actuarial cost method Amortization method Remaining amortization period Asset valuation method Investment rate of return Projected salary increases Includes inflation at Cost-of-living adjustments Unit credit Level percent of payroll 25 years - open period Amortized cost 7% None 3.5% None The City of Denton is one of 811 municipalities having the benefit plan administered by TMRS. Each of the 811 municipalities has an annual, individual actuarial valuation performed. All assumptions for the December 31, 2005, valuations are contained in the 2005 TMRS Comprehensive Annual Financial Report, a copy of which may be obtained by writing to P.o. Box 149153, Austin, Texas 78714-9153. Denton Firemen's Relief and Retirement Plan Plan description The Board of Trustees of the Denton Firemen's Relief and Retirement Fund is the administrator of a single- employer defined benefit pension plan. The Denton Firemen's Relief and Retirement Fund cover firefighters in the Denton Fire Department. The table below summarizes the membership of the fund as of December 31, 2005, the most recent biennial actuarial valuation. 12/31/05 1. Retirees and beneficiaries currently receIvIng benefits and terminated employees entitled to benefits but not yet receiving them 2. Current employees a. Vested b. Nonvested 3. Total 53 73 92 218 The Denton Firemen's Relief and Retirement Fund provides service retirement, death, disability and withdrawal benefits. These benefits vest after 10 years of credited service. Firefighters may retire at age 50 with 20 years of service. As of the December 31, 2005 actuarial valuation date, the Plan effective May 1, 2005 and amended June 14, 2006 provided a monthly normal service retirement benefit, payable in a Join and Two-Thirds to Spouse form of annuity, equal to 2.44% of Highest 36-Month Average Salary for each year of service. These retirees may also participate in the City's health, dental, and vision plans as other post employment benefits. There is no provision for automatic postretirement benefit increases. The fund has the authority to provide, and has periodically in the past provided for, ad hoc postretirement benefit increases. The benefit provisions of this 52 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 plan are authorized by the Texas Local Fire Fighter's Retirement Act (TLFFRA). TLFFRA provides the authority and procedure to amend benefit provisions. Contributions Required and Contributions Made The contribution provisions of this plan are authorized by TLFFRA. The TLFFRA provides the authority and procedure to change the amount of contributions determined as a percentage of pay by each firefighter and a percentage of payroll by the city. While the contribution requirements are not actuarially determined, state law requires that an eligible actuary must approve each plan of benefits adopted by the fund. The actuary certifies that the contribution commitment by the firefighters and the city provides and adequate financing arrangement. Using the entry age actuarial cost method, the plans' normal cost contribution rate is determined as a percentage of payroll. The excess of the total contribution rate over the normal cost contribution rate is used to amortize the plan's unfunded actuarial accrued liability, and the number of years needed to amortize the plan's unfunded actuarial accrued liability is determined using an open, level percentage of payroll method. The costs of administering the plan are financed from the fund. The funding policy of the Denton Firemen's Relief and Retirement Fund requires contributions equal to 12% of pay by the firefighters. The City of Denton contributed 10% of payroll during January through September 2006, will contribute 11 % of payroll October 2006 through September 2007, and is planning to contribute 12% of payroll October 2007 through September 2008 and then to begin contributing the same percentage of payroll that the city contributes to the Texas Municipal Retirement System for other employees. The December 31, 2005 actuarial valuation assumes that the city contribution rate will average 12.75% beginning October 2008. Three-Year Trend Information for Denton Firemen's Relief and Retirement Funding Year ending 12/31/05 12/31/04 12/31/03 Annual required contribution (ARC) $1,970,632 $1,868,444 $1,846,396 Actual contributions $1,970,632 $1,868,444 $1,846,396 Percent contributed 100% 100% 100% Actuarial Assumptions 12/31/05 Actuarial cost method Amortization method Entry age Level percent of payroll, open 23 years 5-year adjusted market value 7.75% 4.50% plus promotion and longevity 4.0% Amortization period for ARC Asset valuation method Investment rate of return Projected salary increases Includes inflation at Cost-of-living adjustments Payroll increases ARC as percent of payroll None 4.50% Budgeted rates Financial statements are available and can be obtained by contacting the Denton Fire Department at the City of Denton at 332 E. Hickory, Denton, Texas 76201. 53 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 The City offers its employees a deferred compensation plan created in accordance with Internal Revenue Code Section 457. The plan, available to all permanent City employees, permits them to defer, until future years, up to 25% of annual gross earnings not to exceed $15,500. Employees who are age 50 or older may contribute an amount not to exceed $20,500. Employees who are within three years of retirement may elect to participate in a catch-up provision allowed by Section 457, which has an annual maximum contribution amount of $31,000. The withdrawal of deferred compensation funds is not available to employees until termination, retirement, death, or unforeseeable emergency. All amounts of compensation deferred under the plan, all property and rights purchased with those amounts, and all income attributable to those amounts, property or rights are, until paid or made available to the employee or other beneficiary, solely the property and rights of the employees. Accordingly, the assets and associated liability of the plan are not included in the City's financial statements. It is the opinion of the City's legal counsel that the City has no liability for losses under the plan. C. Self-insurance plan The City has established a self-insurance plan for workers' compensation benefits and general liability. Employee health insurance is a fully-insured plan. Accrued claims payable include provisions for claims reported and claims incurred but not reported. The provision for reported claims is determined by estimating the amount, which will ultimately be paid for each claimant. The provision for claims incurred but not yet reported is estimated based on an actuarial evaluation. The City's costs associated with the self-insurance plan are reported as interfund transactions. Accordingly, they are treated as operating revenues of the Internal Service Risk Retention Fund and operating expenditures (expenses) of the other funds. Workers' compensation and general liability insurance The City of Denton self-insures the first $500,000 per occurrence for workers' compensation claims or general liability. Commercial liability insurance coverage is purchased for public officials, airport operations, emergency medical services, take-home vehicles, and employee theft and dishonesty. Additionally, excess insurance is purchased for general liability and workers' compensation exposure. The City reports liabilities when it is probable that a loss has occurred and the amount of that loss can be reasonably estimated. Liabilities include an amount for claims that have been incurred but not reported. Because actual claims liabilities depend on such complex factors as inflation, changes in legal doctrines, and damage awards, the process used in computing claims liability does not necessarily result in an exact amount. Claims liabilities are re-evaluated periodically to take into consideration settlement of claims, new claims and other factors. As of September 30, 2006, the estimated value of these liabilities was $2,995,213. Changes in balances of claims liabilities during fiscal years 2006 and 2005 were as follows: Claims Liability Claims and Claims Liability Beginning of Change in Claims End of Fiscal Year Estimates Payments Fiscal Year Workers' Compensation 2006 $1,450,000 $1,437,485 $468,787 $2,418,698 2005 1,450,000 518,915 518,915 1,450,000 General Liability 2006 $ 353,000 $ 302,868 $ 79,353 $ 576,515 2005 353,000 395,882 395,882 353,000 54 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 On September 30, 2006, the City of Denton held net assets of $1,683,514 in the Risk Retention Fund for payment of claims. There were no significant reductions in insurance coverage from coverage in the prior year, and the amount of settlements did not exceed insurance coverage in the current year or in any of the past three fiscal years. D. Commitments and contingencies Agreement with TMP A In 1976, the City, along with the cities of Bryan, Greenville, and Garland, Texas (the Cities) entered into a Power Sales Contract with the Texas Municipal Power Agency (TMP A). TMP A was created through concurrent ordinances of the Cities and is governed by a Board of Directors consisting of eight members, two appointed by the governing body of each city. Under the terms of the agreement, TMP A agreed to construct or acquire electric generating plants to supply energy and power to the Cities for a period of not less than 35 years. The Cities in turn agreed to purchase all future power and energy requirements in excess of the amounts generated by their systems from TMP A at prices intended to cover operating costs and retirement of debt. In the event that revenues are insufficient to cover all costs and retire the outstanding debt, each of the Cities has guaranteed a portion of the unpaid debt based, generally, upon its pro rata share of the energy delivered to consumers in the prior operating year. As of September 30,2006, total TMPA long-term debt outstanding was approximately $1,072,169,000, and the City's percentage was approximately 21.3 %. In the opinion of management, the possibility of a material payment in the near future under this guarantee is remote in that TMP A is generating operating profits and assets exceed liabilities. TMPA operates a 452-megawatt, lignite-fueled generating plant. In 1996, TMPA switched to an external source of lignite to reduce costs. Should TMP A be dissolved, each city would be entitled to an undivided interest in the property. Selected financial statement information of TMP A is as follows: September 30 (Unaudited) 2006 2005 Operating revenues Operating expenses Operating income Other non-operating sources Current assets Total assets Long-term debt T otalliabilities Total equity (OOOs) $ 244,480 103,876 140,604 8,413 55,778 1,245,503 1,072,169 1,209,944 35,559 (OOOs) $ 234,871 98,050 136,821 4,120 56,539 1,284,353 1,120,231 1,249,909 34,444 Agreement with the City of Dallas During 1985, the City entered into an agreement with the City of Dallas that provides for the purchase of a minimum of 500,000 gallons/day of untreated water from the City of Dallas from Lake Lewisville. This contract will be effective for 30 years. The cost of water purchased under this agreement during fiscal year 2006 was $79,195. 55 CITY OF DENTON, TEXAS NOTES TO BASIC FINANCIAL STATEMENTS (continued) SEPTEMBER 30, 2006 E. Litigation Various claims and lawsuits are pending against the City. In accordance with GAAP, those judgments considered "probable" are accrued, while those claims and judgments considered "reasonably possible" are disclosed but not accrued. In the opinion of City management and legal counsel, the maximum amount of all significant claims considered reasonably possible, excluding condemnation proceedings, is approximately $500,000 as of September 30, 2006. Potential losses after insurance coverage on all probable claims and lawsuits will not have a material effect on the City's financial position as of September 30, 2006. **** 56 CITY OF DENTON, TEXAS REQUIRED SUPPLEMENTARY INFORMATION SCHEDULE OF TMRS FUNDING PROGRESS AND CONTRIBUTIONS LAST THREE FISCAL YEARS (Unaudited) Exhibit XII Actuarial Unfunded Accrued Actuarial Actuarial Actuarial Liability (AAL) Accrued Fiscal Valuation Value of U nit Credit Liability Funded Year Date Assets Method (UAAL) Percent 2004 12/31/2003 $ 87,651,690 $ 118,817,884 $ (31,166,194) 73.80/0 2005 12/31/2004 95,204,213 127,827,803 (32,623,590) 74.5 2006 12/31/2005 98,051,747 133,853,457 (35,801,710) 73.3 UAAL as Percent of Annual Fiscal Covered Covered Required Actual Percent Year Payroll Payroll Contributions Contributions Contributed 2004 $ 45,774,694 68.1 0/0 $ 8,313,904 $ 8,313,904 100.00/0 2005 46,415,828 70.3 8,707,103 8,707,103 100.0 2006 46,394,303 77.2 9,347,195 9,347,195 100.0 57 CITY OF DENTON, TEXAS REQUIRED SUPPLEMENTARY INFORMATION SCHEDULE OF DENTON'S FIREMEN'S RELIEF AND RETIREMENT PLAN FUNDING PROGRESS AND CONTRIBUTIONS LAST THREE VALUATION YEARS (Unaudited) Exhibit XIII Actuarial Unfunded Accrued Actuarial Actuarial Actuarial Liability (AAL) Accrued Fiscal Valuation Value of U nit Credit Liability Funded Year Date Assets Method (UAAL) Percent 2002 12/31/2001 $ 26,061,756 $ 29,786,004 $ (3,724,248) 87.50/0 2004 12/31/2003 30,538,352 37,557,733 (7,019,381) 81.3 2006 12/31/2005 34,677,009 45,341,724 (10,664,715) 76.5 UAAL as Percent of Annual Fiscal Covered Covered Required Actual Percent Year Payroll Payroll Contributions Contributions Contributed 2002 $ 7,947,098 46.90/0 $ 1,504,822 $ 1,504,822 100.00/0 2004 8,459,472 83.0 1,846,396 1,846,396 100.0 2006 10,445,026 102.1 1,970,632 1,970,632 100.0 58 NONMAJOR GOVERNMENTAL FUNDS SPECIAL REVENUE FUNDS Special revenue funds are used to account for specific revenues that are legally restricted to expenditures for particular purposes. Community Development Block Grant (CDBG) - to account for the operations of projects utilizing Community Development Block Grant Funds. Such revenues are restricted to expenditures for specified projects by the Department of Housing and Urban Development. Recreation - to account for the revenues and expenditures for the recreation programs that are self-supporting. All expenditures will be reimbursed 1 00%. Various business operations, such as concessions, fall into this account. Criminal Justice - to account for revenue received from the State of Texas Criminal Justice Division and other grants administered by the police department. Police Confiscation - to account for revenues received from confiscated goods. Expenditures are restricted to enhancing law enforcement. Tourist and Convention - to account for taxes received from hotel and motel occupancy for the purpose of promoting tourism. Emily Fowler Library - to account for fines, donations, memorials and gifts to the library that are restricted for the public library. Citizens' Park Trusts - to account for several small trust funds that are for park development, previously reported as expendable trust funds. All Other - to account for miscellaneous special revenue sources that are required to finance specific activities. 59 CITY OF DENTON, TEXAS COMBINING BALANCE SHEET NONMAJOR GOVERNMENTAL FUNDS AS OF SEPTEMBER 30, 2006 Special Revenue Funds Community Development Criminal Police Block Grant Recreation Justice Confiscation ASSETS Cash, cash equivalents and investments, at fair value $ $ $ $ 208,280 Receivables (net of allowances): Accrued interest 5,402 Other 483 Interfund receivables Due from other governments 275,872 433,703 27,759 Total assets $ 275,872 $ 439,588 $ 27,759 $ 208,280 LIABILITIES AND FUND BALANCES LIABILITIES: Accounts payable $ 55,009 $ 74,971 $ $ 1,213 Interfund payables 189,054 957,948 16,593 Other liabilities Deferred revenues 433,703 11,166 Total liabilities 244,063 1,466,622 27,759 1,213 FUND BALANCES: Unreserved balance 31,809 (1,027,034) 207,067 Total fund balance (deficit) 31,809 (1,027,034) 207,067 Total liabilities and fund balances $ 275,872 $ 439,588 $ 27,759 $ 208,280 60 Exhibit XIV Tourist and Convention Special Revenue Funds (continued) Emily Citizens' Fowler Park Library Trusts All Other Total Nonmajor Governmental Funds $ 198,464 $ 102,738 $ 3,867,141 $ 1,371,062 $ 5,747,685 29,926 35,328 95,145 94,647 190,275 765,581 765,581 531,226 1,268,560 $ 293,609 $ 102,738 $ 3,897,067 $ 2,762,516 $ 8,007,429 $ 26,500 $ 93 $ 850 $ 351,447 $ 510,083 45 1,163,640 12,007 12,007 9,052 333,077 786,998 26,500 9,190 850 696,531 2,472,728 267,109 93,548 3,896,217 2,065,985 5,534,701 267,109 93,548 3,896,217 2,065,985 5,534,701 $ 293,609 $ 102,738 $ 3,897,067 $ 2,762,516 $ 8,007,429 61 CITY OF DENTON, TEXAS COMBINING STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES NONMAJOR GOVERNMENTAL FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2006 Special Revenue Funds Community Development Criminal Police Block Grant Recreation Justice Confiscation REVENUES: Fees for services $ $ 2,011,005 $ $ Investment revenue 19,198 Tax revenue Intergovernmental 1,700,036 380,888 113,424 Miscellaneous 236,789 5,982 160,680 Total revenues 1,936,825 2,417,073 113,424 160,680 EXPENDITURES: General government 1,947,931 Public safety 101,264 100,739 Public works Parks and recreation 2,591,828 Capital outlay 62,650 14,490 6,040 Total expenditures 1,947,931 2,654,478 115,754 106,779 Excess (deficiency) of revenues over (under) expenditures (11,106) (237,405) (2,330) 53,901 OTHER FINANCING SOURCES (USES): Transfers in 350,552 2,330 Transfers out (9,486) (160,861) Total other financing sources (uses) (9,486) 189,691 2,330 Net change in fund balances (20,592) (47,714) 53,901 Fund balance (deficit) at beginning of year 52,401 (979,320) 153,166 Fund balance (deficit) at end of year $ 31,809 $ (1,027,034) $ $ 207,067 62 Exhibit XV Special Revenue Funds (continued) Total Tourist Emily Citizens' Nonmajor and Fowler Park All Governmental Convention Library Trusts Other Funds $ $ 132,255 $ 517,027 $ 458,095 $ 3,118,382 141,671 160,869 1,132,500 1,132,500 24,984 2,160,523 4,379,855 24,483 873,097 1,301,031 1,132,500 181,722 658,698 3,491,715 10,092,637 1,075,130 146,650 1,008,360 4,178,071 537,713 739,716 255,490 255,490 125,851 13,659 2,731,338 7,033 244,719 868,402 1,203,334 1,075,130 153,683 370,570 2,683,624 9,107,949 57,370 28,039 288,128 808,091 984,688 100 5,538 847,758 1,206,278 (12,539) (87,868) (270,754) (12,439) 5,538 759,890 935,524 57,370 15,600 293,666 1,567,981 1,920,212 209,739 77,948 3,602,551 498,004 3,614,489 $ 267,109 $ 93,548 $ 3,896,217 $ 2,065,985 $ 5,534,701 63 CITY OF DENTON, TEXAS Exhibit XVI SCHEDULE OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES - BUDGET TO ACTUAL DEBT SERVICE FUND FOR THE YEAR ENDED SEPTEMBER 30, 2006 Variance with Adjustments - Actual on a Final Budget - Budgeted Amounts Actual Budgetary Budgetary Positive Original Final Amounts Basis Basis (Negative) REVENUES: Taxes $ 8,566,758 $ 8,566,758 $ 8,738,654 $ $ 8,738,654 $ 171,896 Total revenues 8,566,758 8,566,758 8,738,654 8,738,654 171,896 EXPENDITURES: Debt service: Principal, interest and fiscal charges 10,629,427 10,629,427 10,125,447 10,125,447 503,980 Total expenditures 10,629,427 10,629,427 10,125,447 10,125,447 503,980 Deficiency of revenues under expenditures (2,062,669) (2,062,669) (1,386,793) (1,386,793) 675,876 OTHER FINANCING SOURCES: Transfers in 1,831,643 1,831,643 1,375,405 1,375,405 ( 456,238) Total other financing sources 1,831,643 1,831,643 1,375,405 1,375,405 ( 456,238) Net change in fund balance (231,026) (231,026) (11,388) (11,388) 219,638 Fund balance at beginning of year 451,046 451,046 451,046 451,046 Fund balance at end of year $ 220,020 $ 220,020 $ 439,658 $ $ 439,658 $ 219,638 64 CITY OF DENTON, TEXAS Exhibit XVII SCHEDULE OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES - BUDGET TO ACTUAL SPECIAL REVENUE FUNDS: RECREATION FUND FOR YEAR ENDED SEPTEMBER 30, 2006 Variance with Adjustments - Actual on a Final Budget - Budgeted Amounts Actual Budgetary Budgetary Positive Original Final Amounts Basis Basis (N egative ) REVENUES: Fees for services $ 2,586,092 $ 2,586,092 $ 2,011,005 $ $ 2,011,005 $ (575,087) Investment revenue 4,000 4,000 19,198 19,198 15,198 Intergovernmental 303,107 303,107 380,888 380,888 77,781 Miscellaneous 5,982 5,982 5,982 Total revenues 2,893,199 2,893,199 2,417,073 2,417,073 (476,126) EXPENDITURES: Parks and recreation 2,931,838 2,931,838 2,591,828 2,591,828 340,010 Capital outlay 62,650 62,650 ( 62,650) Total expenditures 2,931,838 2,931,838 2,654,478 2,654,478 277,360 Deficiency of revenues under expenditures (38,639) (38,639) (237,405) (237,405) (198,766) OTHER FINANCING SOURCES (USES): Transfers in 350,552 350,552 350,552 350,552 Transfers out (264,468) (264,468) (160,861) (160,861) 103,607 Total other financing sources 86,084 86,084 189,691 189,691 103,607 Net change in fund balance 47,445 47,445 (47,714) (47,714) (95,159) Fund deficit at beginning of year (979,320) (979,320) (979,320) (979,320) Fund deficit at end of year $ (931,875) $ (931,875) $ (1,027,034) $ $ (1,027,034) $ (95,159) Note: Actual fees for services are significantly lower than budgeted due to lower than projected summer camp attendance, admission and swim lesson attendance, concession sales, fall adult softball registration. 65 CITY OF DENTON, TEXAS Exhibit XVIII SCHEDULE OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES - BUDGET TO ACTUAL SPECIAL REVENUE FUNDS: POLICE CONFISCATION FUND FOR YEAR ENDED SEPTEMBER 30, 2006 Variance with Adjustments - Actual on a Final Budget - Budgeted Amounts Actual Budgetary Budgetary Positive Original Final Amounts Basis Basis (N egative ) REVENUES: Miscellaneous $ 100,000 $ 100,000 $ 160,680 $ $ 160,680 $ 60,680 Total revenues 100,000 100,000 160,680 160,680 60,680 EXPENDITURES: Public safety 115,500 115,500 100,739 100,739 14,761 Capital outlay 6,040 6,040 (6,040) Total expenditures 115,500 115,500 106,779 106,779 8,721 Net change in fund balance (15,500) (15,500) 53,901 53,901 69,401 Fund balance at beginning of year 153,166 153,166 153,166 153,166 Fund balance at end of year $ 137,666 $ 137,666 $ 207,067 $ $ 207,067 $ 69,401 66 CITY OF DENTON, TEXAS Exhibit XIX SCHEDULE OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES - BUDGET TO ACTUAL SPECIAL REVENUE FUNDS: TOURIST AND CONVENTION FUND FOR YEAR ENDED SEPTEMBER 30, 2006 Variance with Adjustments - Actual on a Final Budget - Budgeted Amounts Actual Budgetary Budgetary Positive Original Final Amounts Basis Basis (N egative) REVENUES: Taxes $ 957,832 $ 957,832 $ 1,132,500 $ $ 1,132,500 $ 174,668 Total revenues 957,832 957,832 1,132,500 1,132,500 174,668 EXPENDITURES: General government 1,078,755 1,078,755 1,075,130 1,075,130 3,625 Total expenditures 1,078,755 1,078,755 1,075,130 1,075,130 3,625 Net change in fund balance (120,923) (120,923) 57,370 57,370 178,293 Fund balance at beginning of year 209,739 209,739 209,739 209,739 Fund balance at end of year $ 88,816 $ 88,816 $ 267,109 $ $ 267,109 $ 178,293 67 CITY OF DENTON, TEXAS Exhibit XX SCHEDULE OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES - BUDGET TO ACTUAL SPECIAL REVENUE FUNDS: EMIL Y FOWLER LIBRARY FUND FOR YEAR ENDED SEPTEMBER 30, 2006 Variance with Adjustments - Actual on a Final Budget - Budgeted Amounts Actual Budgetary Budgetary Positive Original Final Amounts Basis Basis (Negative) REVENUES: Fees for services $ 156,737 $ 156,737 $ 132,255 $ $ 132,255 $ (24,482) Intergovernmental 24,984 (24,984) Miscellaneous 24,483 (6,572) 17,911 17,911 Total revenues 156,737 156,737 181,722 (31,556) 150,166 (6,571) EXPENDITURES: General government 144,198 144,198 146,650 (26,378) 120,272 23,926 Capital outlay 7,033 (3,086) 3,947 (3,947) Total expenditures 144,198 144,198 153,683 (29,464) 124,219 19,979 Excess of revenues over expenditures 12,539 12,539 28,039 (2,092) 25,947 13,408 OTHER FINANCING SOURCES (USES): Transfers in 100 (100 ) Transfers out (12,539) (12,539) (12,539) (12,539) Total other financing uses (12,539) (12,539) (12,439) (100 ) (12,539) Net change in fund balance 15,600 (2,192) 13,408 13,408 Fund balance at beginning of year 77,948 77,948 77,948 77,948 Fund balance at end of year $ 77,948 $ 77,948 $ 93,548 $ (2,192) $ 91,356 $ 13,408 Adjustments - Budgetary Basis includes $24,984 of grant revenue and $6,572 donation revenue. Capital outlay of $3,086 was made from donation monies. General government expenditures were made from $26,378 of grant and donation monies. $100 Transfers-in was transferred from General Fund to Humanitites Texas grant for the City match. 68 INTERNAL SERVICE FUNDS Internal Service Funds account for the financing of goods or services provided by one department for another. The City has five Internal Service Funds as follows: Materials Management Fund - to account for the financing of goods and services provided by Materials Management to other City departments. Such costs provided by Materials Management are billed to the other departments at standard labor charges and cost of parts plus 13 percent. Actual costs include depreciation on machinery and equipment used to provide the service. Fleet Services Fund - to account for the financing of goods and services provided by the Municipal Garage and Machine Shop to other City departments. Municipal Garage and Machine Shop billings include labor charges and cost of parts plus 25 percent. Actual costs include depreciation on the building, improvements, machinery, and equipment used to provide the service. Motor Pool Fund - to account for the purchase of City vehicles and equipment not budgeted in other funds. These vehicles are then leased to other City departments. Monthly charges are equal to the vehicle costs less salvage value divided by the expected life of the vehicle. Risk Retention Fund - to account for the accumulation of resources for the payment of employee insurance claims and insurance policies. Technology Services Fund - to account for the accumulation of resources to provide computer programming services, systems analysis, imaging, print shop, and office services to City departments. 69 CITY OF DENTON, TEXAS COMBINING STATEMENT OF NET ASSETS INTERNAL SERVICE FUNDS SEPTEMBER 30, 2006 Materials Fleet Motor Risk Management Services Pool Retention Fund Fund Fund Fund ASSETS: Current assets: Cash, cash equivalents and investments~ at fair value $ $ 334,839 $ 12,682,066 $ 4,522,952 Receivables, net of allowances: Accrued interest 36,169 53,873 Other 567 112,960 Interfund receivables 57,528 162,827 Merchandise inventory 3,974,030 59,316 Prepaid items 8,866 21,880 Deferred debt issuance costs 732 428 4,452 Total current assets 3,984,195 565,071 12,744,567 4,739,652 Noncurrent assets: Restricted assets: Cash, cash equivalents and investments~ at fair value 36,326 1,797,555 Accrued interest 9,189 Escrow deposit 1,934,766 Deferred debt issuance costs 4,029 3,660 30,785 Capital assets, net of accumulated depreciation 705,857 3,250,095 15,705,581 9,498 Total noncurrent assets 709,886 3,290,081 19,477,876 9,498 Total assets 4,694,081 3,855,152 32,222,443 4,749,150 LIABILITIES: Current liabilities: Accounts payable 271,295 94,012 55,409 60,925 Claims payable 453,750 Compensated absences payabh~ 43,292 48,369 Accrued interest 3,081 13,485 31,347 Interfund payables 3,501,888 9,253 10,460 Leases payable 935,736 Payable from restricted assets: Accounts payable 13,981 Certificate and general obligation bonds 22,900 77,699 932,683 Total current liabilities 3,842,456 242,818 1,979,616 514,675 Noncurrent liabilities: Leases payable 2,624,006 Payable from restricted assets: General obligation bonds payable 4,091 Certificates of obligation 537,915 2,215,196 3,381,604 Claims payable 2,541,463 Compensated absences payabh~ 626 12,010 Total noncurrent liabilities: 538,541 2,227,206 6,009,701 2,541,463 Total liabilities 4,380,997 2,470,024 7,989,317 3,056,138 NET ASSETS: Invested in capital assets, net of related debt 149,803 997,614 13,219,994 9,498 Unrestricted 163,281 387,514 11,013,132 1,683,514 Total net assets $ 313.084 $ 1.385.128 $ 24.233.126 $ 1.693.012 70 Exhibit XXI Technology Services Fund Total Internal Service Funds $ 616,833 $ 18,156,690 90,042 113,527 149,755 370,110 4,033,346 30,746 2,994 8,606 769,582 22,803,067 1,184,182 500 3,018,063 9,689 1,934,766 54,091 23,382,719 28,399,328 51,202,395 15,617 3,711,688 4,911,987 5,681,569 161,215 642,856 453,750 95,810 187,471 11,037 58,950 15,037 3,536,638 935,736 7,900 21,881 362,232 1,395,514 653,231 7,232,796 2,624,006 4,091 2,061,719 8,196,434 2,541,463 13,605 26,241 2,075,324 13,392,235 2,728,555 20,625,031 2,490,530 16,867,439 462,484 13,709,925 $ 2.953.014 $ 30.577 .364 71 CITY OF DENTON, TEXAS COMBINING STATEMENT OF REVENUES, EXPENSES AND CHANGES IN FUND NET ASSETS INTERNAL SERVICE FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2006 Materials Fleet Motor Risk Management Services Pool Retention Fund Fund Fund Fund OPERATING REVENUES: Charges for goods and services $ 6,319,887 $ 5,009,354 $ 4,266,426 $ 3,125,561 Miscellaneous 77,964 13,134 20,887 96,270 Total operating revenues 6,397,851 5,022,488 4,287,313 3,221,831 OPERATING EXPENSES: Operating expenses before depreciation 6,055,209 4,635,913 466,065 2,768,413 Depreciation 5,351 93,277 2,968,407 2,845 Total operating expenses 6,060,560 4,729,190 3,434,472 2,771,258 Operating income 337,291 293,298 852,841 450,573 NONOPERATING REVENUES (EXPENSES): Investment revenue 6,289 438,777 146,991 Interest expense and fiscal charges (24,932) (110,030) (226,600) Gain on disposal of capital assets 451,329 Other non-operating expenses Total non-operating revenues (expenses) (24,932) (103,741) 663,506 146,991 Income before contributions and transfer~ 312,359 189,557 1,516,347 597,564 Capital contributions 59,629 Transfers in 222,145 Transfers out (9,253) (318,610) Change in net assets 312,359 402,449 1,575,976 278,954 Total net assets at beginning of year 725 982,679 22,657,150 1,414,058 Total net assets at end of year $ 313,084 $ 1,385,128 $ 24,233,126 $ 1,693,012 72 Exhibit XXII Total Technology Internal Services Service Fund Funds $ 6,428,687 $ 25,149,915 208,255 6,428,687 25,358,170 5,384,680 19,310,280 1,011,831 4,081,711 6,396,511 23,391,991 32,176 1,966,179 68,986 661,043 (92,774) ( 454,336) 451,329 (3,384) (3,384) (27,172) 654,652 5,004 2,620,831 59,629 29,500 251,645 (266,356) (594,219) (231,852) 2,337,886 3,184,866 28,239,478 $ 2,953,014 $ 30,577,364 73 CITY OF DENTON, TEXAS COMBINING STATEMENT OF CASH FLOWS INTERNAL SERVICE FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2006 Materials Fleet Motor Management Services Pool Fund Fund Fund CASH FLOWS FROM OPERATING ACTIVITIES: Cash received from customers $ 6,518,070 $ 4,934,213 $ 4,522,943 Cash paid to employees for services (736,429) (958,352 ) Cash paid to suppliers (5,734,452 ) (3,715,649) ( 485,078) Net cash provided by operations 47,189 260,212 4,037,865 CASH FLOWS FROM NON CAPITAL FINANCING ACTIVITIES: Transfers out (9,253) Transfers in 222,145 Net cash provided (used) by noncapital financing activities 212,892 CASH FLOWS FROM CAPITAL FINANCING ACTIVITIES: Cash and capital contributions 59,629 Principal payments on certificates of obligation (22,900) (86,031 ) (700,702) Interest and fiscal charges (24,289) (110,042) (237,261) Principal payments under capital lease obligation (2,287,515) Proceeds from the issuance of certificates of obligation 2,307,012 Acquisition and construction of capital assets (440,514) (791,823) Net cash used by capital financing activities (47,189) ( 636,587) (1,650,660) CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from sale and maturities of investment securities 247,344 4,814,852 Purchase of investment securities (7,000,000) Interest received on investments 6,562 426,419 Net cash provided (used) by investing activities 253,906 (1,758,729) Net increase in cash and cash equivalents 90,423 628,476 Cash and cash equivalents at beginning of year 280,742 769,053 Cash and cash equivalents at end of year 371,165 1,397,529 Investments, at fair value 13,082,092 Cash, cash equivalents and investments, at fair value $ $ 371.J65 $ 14,,479,,621 RECONCILIATION OF OPERATING FUND INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES: Operating income $ 337,291 $ 293,298 $ 852,841 Adjustments: Depreciation expense 5,351 93,277 2,968,407 Decrease (Increase) in receivables 1,440 (30,747) Decrease (Increase) in interfund receivables 118,779 (57,528) 235,630 Decrease in inventories 222,731 162,790 Decrease (Increase) in prepaid items 13,461 (21,880) Increase (Decrease) in accounts payable 5,683 (85,072) 2,867 Increase in com pensated absences 1,391 6,448 Decrease in interfund payables ( 658,938) (122,254) Total adjustments (290,102) (33,086) 3,185,024 Net cash provided by operating activities $ 47,,189 $ 260,,212 $ 4,,037,,865 NONCASH CAPITAL AND RELATED FINANCING ACTIVITIES: Noncash activity during the year consisted of the addition of a capital lease in the Motor Pool fund in the amount of $2,365,000 and the change in the fair value of investments of $2,656, ($6,842), ($7,298), and $2,728, for the Fleet Services, Motor Pool, Risk Retention, and Technology Services funds, respectively. 74 Exhibit XXIII Total Risk Technology Internal Retention Services Service Fund Fund Funds $ 3,272,308 $ 6,278,932 $ 25,526,466 (1,915,452) (3,610,233) (1,525,963) (3,451,220) (14,912,362) 1,746,345 912,260 7,003,871 (318,610) (266,356) (594,219) 29,500 251,645 (318,610) (236,856) (342,574) 59,629 (351,931) (1,161,564) (91,207) (462,799) (2,287,515) 2,307,012 (446,499) (1,678,836) (889,637) (3,224,073) 993,656 1,293,563 7,349,415 (2,500,000) (400,000) (9,900,000) 118,712 74,359 626,052 (1,387,632) 967,922 (1,924,533) 40,103 753,689 1,512,691 113,005 168,420 1,331,220 153,108 922,109 2,843,911 4,369,844 878,906 18,330,842 $ 4,,522,,952 $ 1,,801,,015 $ 21,,174,,753 $ 450,573 $ 32,176 $ 1,966,179 2,845 1,011,831 4,081,711 (29,307) 50,477 (149,755) 197,603 385,521 (8,419) 1,242,450 21,851 1,187,779 1,525 9,364 ( 5,368) (786,560) 1,295,772 880,084 5,037,692 $ 1,,746,,345 $ 912,,260 $ 7,,003,,871 75 CITY OF DENTON, TEXAS COMBINING STATEMENT OF NET ASSETS AGENCY FUNDS AS OF SEPTEMBER 30, 2006 Exhibit XXIV Agency Funds Employee Other Total Payroll Insurance Agency Agency Fund Fund Funds Funds ASSETS: Cash, cash equivalents and investments, at fair value $ 1,079,370 $ 98,163 $ 149,390 $ 1,326,923 Other assets 76,393 76,393 Total assets $ 1,079,370 $ 98,163 $ 225,783 $ 1,403,316 LIABILITIES: Accounts payable $ 1,079,370 $ 98,163 $ 225,783 $ 1,403,316 Total liabilities $ 1,079,370 $ 98,163 $ 225,783 $ 1,403,316 76 CITY OF DENTON, TEXAS Exhibit XXV COMBINING STATEMENT OF CHANGES IN ASSETS AND LIABILITIES AGENCY FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2006 Balance Balance October 1, 2005 Additions Deductions Septem ber 30, 2006 PAYROLL FUND ASSETS Cash and deposits $ 1,829,893 $ 67,571,756 $ 68,322,279 $ 1,079,370 Total assets $ 1,829,893 $ 67,571,756 $ 68,322,279 $ 1,079,370 LIABILITIES Accounts payable $ 1,827,341 $ 67,571,756 $ 68,319,727 $ 1,079,370 Interfund payables 2,552 2,552 Total liabilities $ 1,829,893 $ 67,571,756 $ 68,322,279 $ 1,079,370 EMPLOYEE INSURANCE FUND ASSETS Cash and deposits $ $ 12,303,807 $ 12,205,644 $ 98,163 Interfund receivables 116,794 116,794 Total assets $ 116,794 $ 12,303,807 $ 12,322,438 $ 98,163 LIABILITIES Accounts payable $ 116,794 $ 12,303,807 $ 12,322,438 $ 98,163 Total liabilities $ 116,794 $ 12,303,807 $ 12,322,438 $ 98,163 OTHER AGENCY FUNDS ASSETS Cash, cash equivalents and investments, at fair value $ 96,470 $ 1,106,949 $ 1,054,029 $ 149,390 Other assets 48,518 268,902 241,027 76,393 Total assets $ 144,988 $ 1,375,851 $ 1,295,056 $ 225,783 LIABILITIES Accounts payable $ 144,840 $ 1,375,851 $ 1,294,908 $ 225,783 Interfund payables 148 148 Total liabilities $ 144,988 $ 1,375,851 $ 1,295,056 $ 225,783 TOTAL AGENCY FUNDS ASSETS Cash, cash equivalents and investments, at fair value $ 1,926,363 $ 80,982,512 $ 81,581,952 $ 1,326,923 Interfund receivables 116,794 116,794 Other assets 48,518 268,902 241,027 76,393 Total assets $ 2,091,675 $ 81,251,414 $ 81,939,773 $ 1,403,316 LIABILITIES Accounts payable $ 2,088,975 $ 81,251,414 $ 81,937,073 $ 1,403,316 Interfund payables 2,700 2,700 Total liabilities $ 2,091,675 $ 81,251,414 $ 81,939,773 $ 1,403,316 77 78 CITY OF DENTON, TEXAS CAPITAL ASSETS USED IN THE OPERATION OF GOVERNMENTAL FUNDS COMPARATIVE SCHEDULES BY SOURCE* SEPTEMBER 30, 2005 AND 2006 2006 Governmental funds capital assets: Land Construction in progress Buildings Plant, machinery and equipment Infrastructure Total governmental funds capital assets $ 7,041,012 9,335,731 47,821,114 22,231,226 165,754,809 $ 252,183,892 Investments in governmental funds capital assets by source: General fund Special revenue funds Capital projects funds Total governmental funds capital assets $ 154,124,426 3,844,343 94,215,123 $ 252,183,892 *This schedule presents only the capital asset balances related to governmental funds. Accordingly, the capital assets reported in internal service funds are excluded from the above amounts. Generally, the capital assets of internal service funds are included as governmental activities in the statement of net assets. 79 Exhibit XXVI 2005 $ 7,059,788 10,463,370 43,739,238 19,372,260 157,398,404 $ 238,033,060 $ 148,801,606 2,555,658 86,675,796 $ 238,033,060 CITY OF DENTON, TEXAS Exhibit XXVII CAPITAL ASSETS USED IN THE OPERATION OF GOVERNMENTAL FUNDS SCHEDULE BY FUNCTION AND ACTIVITY* SEPTEMBER 30, 2006 Plan t, Machinery Construction and in Function and Activity Land Buildings Equipment Infrastructure Progress Total General government: Finance $ $ 7,182 $ $ $ $ 7,182 Legal 163,609 163,609 Municipal court/judge/clerks 7,705 7,705 Human resources 6,643 6,643 City manager/economic development 808,462 71,976 880,438 Facilities management 361,440 12,449,161 4,208,456 455,160 31,472 17,505,689 Library 9,386,386 6,599,076 14,715 65,768 16,065,945 Building inspections 22,740 22,740 Planning/community development 494,500 60,771 24,057 579,328 Engineering 394,327 769,237 1,163,564 Public transportation 21,506 21,506 Airport 791,571 1,917,287 227,724 4,268,382 1,144,706 8,349,670 Total general government 1,153,011 25,062,978 11,784,533 5,531,551 1,241,946 44,774,019 Public works: Traffic operations 711,236 15,277,475 53,475 16,042,186 Streets 792,665 5,000 708,658 133,908,712 5,527,535 140,942,570 Total public works 792,665 5,000 1,419,894 149,186,187 5,581,010 156,984,756 Parks and recreation 3,070,632 14,436,560 2,278,439 11,037,071 271,290 31,093,992 Public safety: Fire administration 13,842 13,842 Fire operations 2,024,704 7,917,781 1,568,483 2,189,490 13,700,458 Fire prevention 189,953 189,953 Emergency medical services 72,187 72,187 Police 11,993 4,862,786 51,995 4,926,774 Animal services 386,802 41,109 427,911 Total public safety 2,024,704 8,316,576 6,748,360 2,241,485 19,331,125 Total governmental funds capital assets $ 7,041,012 $ 47,821,114 $ 22,231,226 $ 165,754,809 $ 9,335,731 $ 252,183,892 *This schedule presents only the capital asset balances related to governmental funds. Accordingly, the capital assets reported in internal service funds are excluded from the above amounts. Generally, the capital assets of internal service funds are included as governmental activities in the statement of net assets. 80 CITY OF DENTON, TEXAS CAPITAL ASSETS USED IN THE OPERATION OF GOVERNMENTAL FUNDS SCHEDULE OF CHANGES BY FUNCTION AND ACTIVITY* FOR THE YEAR ENDED SEPTEMBER 30, 2006 Exhibit XXVIII Governmental Governmental Funds Capital Funds Capital Assets Assets Function and Activity October 1, 2005 Additions Deductions September 30, 2006 General government: Finance $ 7,182 $ $ $ 7,182 Legal 163,609 163,609 Municipal court/judge/clerks 7,705 7,705 Human resources 6,643 6,643 City manager/economic development 828,984 51,454 880,438 Facilities management 17,396,505 77,712 17,474,217 Library 13,169,486 2,845,027 (14,336) 16,000,177 Building inspections 22,740 22,740 Planning/community development 556,073 23,255 579,328 Engineering 1,163,564 1,163,564 Public transportation 21,506 21,506 Airport 7,178,542 26,422 7,204,964 Total general government 40,522,539 3,023,870 (14,336) 43,532,073 Public works: Traffic operations 15,817,903 234,917 (64,109) 15,988,711 Streets 128,022,365 7,392,670 135,415,035 Total public works 143,840,268 7,627,587 (64,109) 151,403,746 Parks and recreation 27,493,262 3,420,071 (90,631 ) 30,822,702 Public safety: Fire administration 23,242 (9,400) 13,842 Fire operations 10,713,297 803,871 (6,200) 11,510,968 Fire prevention 189,953 189,953 Emergency medical services 77,187 (5,000) 72,187 Police 4,282,031 592,748 4,874,779 Animal services 427,911 427,911 Total public safety 15,713,621 1,396,619 (20,600) 17,089,640 Construction in progress 10,463,370 7,816,229 (8,943,868) 9,335,731 Total governmental funds capital assets $ 238,033,060 $ 23,284,376 $ (9,133,544) $ 252,183,892 *This schedule presents only the capital asset balances related to governmental funds. Accordingly, the capital assets reported in internal service funds are excluded from the above amounts. Generally, the capital assets of internal service funds are included as governmental activities in the statement of net assets. 81 82 STATISTICAL SECTION This part of the City of Denton's comprehensive annual financial report presents detailed information as a context for understanding what the information in the financial statements, note disclosures, and required supplementary information says about the city's overall financial health. Contents Financial Trends These schedules contain trend information to help the reader understand how the city's financial performance and well-being have changed over time. (Tables 1 - 4) Revenue Capacity These schedules contain information to help the reader assess the city's most significant local revenue source, the property tax. (Tables 5 - 8) Debt Capacity These schedules present information to help the reader assess the affordability of the city's current level of outstanding debt and the city's ability to issue additional debt in the future. (Tables 9 - 12) Demographic and Economic Information These schedules offer demographic and economic indicators to help the reader understand the environment within which the city's financial activities take place. (Tables 13 - 14) Operating Information These schedules contain service and infrastructure data to help the reader understand how the information in the city's financial report relates to the services the city provides and the activities it performs. (Tables 15 - 1 7) Sources: Unless otherwise noted, the information in these schedules is derived from the comprehensive annual financial reports for the relevant year. The city implemented GASB Statement 34 in 2002; schedules presenting government-wide information include information beginning in that year. 83 84 CITY OF DENTON, TEXAS Table 1 NET ASSETS BY COMPONENT LAST FIVE FISCAL YEARS (accrual basis of accounting) 2002 2003 2004 2005 2006 Governmental activities Invested in capital assets, net of related debt $ 88,162,242 $ 100,876,627 $ 107,754,576 $ 107,112,321 $ 107,410,289 Restricted 1,000,906 428,426 296,731 451,046 439,658 Unrestricted 14,091,681 13,185,865 14,615,294 18,519,185 30,352,691 Total governmental activities net assets 103,254,829 114,490,918 122,666,601 126,082,552 138,202,638 Business-type activities Invested in capital assets, net of related debt 131,316,531 163,784,452 172,589,102 193,657,258 213,074,701 Restricted 28,456,447 30,558,417 35,812,117 30,863,580 30,974,925 Unrestricted 94,356,569 78,074,629 78,543,929 76,726,025 90,843,185 Total business-type activities net assets 254,129,547 272,417,498 286,945,148 301,246,863 334,892,811 Primary government Invested in capital assets, net of related debt 219,478,773 264,661,079 280,343,678 300,769,579 320,484,990 Restricted 29,457,353 30,986,843 36,108,848 31,314,626 31,414,583 Unrestricted 108,448,250 91,260,494 93,159,223 95,245,210 121,195,876 Total primary government net assets $ 357,384,376 $ 386,908,416 $ 409,611,749 $ 427,329,415 $ 473,095,449 Source: Comprehensive Annual Financial Reports 85 CITY OF DENTON, TEXAS Table 2 CHANGES IN NET ASSETS LAST FIVE FISCAL YEARS (accrual basis of accounting) 2002 2003 2004 2005 2006 EXPENSES Governmental activities: General government $ 16,240,418 $ 22,933,107 $ 26,411,608 $ 26,675,799 $ 22,165,661 Public safety 27,322,153 28,837,158 30,508,765 33,642,445 36,626,635 Public works 13,691,514 10,274,822 11,053,131 11,986,881 12,485,281 Parks and recreation 7,362,939 8,419,508 9,418,580 9,912,996 10,497,241 Interest expense 4,252,970 4,186,051 4,494,851 4,175,466 4,333,428 Total governmental activities expenses 68,869,994 74,650,646 81,886,935 86,393,587 86,108,246 Business-type activities: Electric system 99,831,597 113,674,296 119,650,157 132,829,976 145,368,132 Water system 18,095,107 20,424,805 21,278,791 22,380,589 26,708,095 Wastewater system 15,555,687 16,560,308 18,528,348 18,808,374 19,027,926 Solid waste 11,658,565 12,366,910 11,301,940 13,168,880 13,454,556 Building inspections 1,731,031 Total business-type activities expenses 146,871,987 163,026,319 170,759,236 187,187,819 204,558,709 Total primary government expenses 215,741,981 237,676,965 252,646,171 273,581,406 290,666,955 PROGRAM REVENUES Governmental activities: Charges for services: General government 1,428,098 3,654,387 3,417,657 3,333,866 3,904,941 Public safety 4,082,859 4,371,407 3,382,791 4,965,056 6,023,100 Public works 1,085,200 1,803,025 1,280,423 1,086,387 802,711 Parks and recreation 1,597,496 347,110 2,143,756 2,613,567 3,234,347 Operating grants and contributions 2,480,309 3,221,264 3,264,777 2,995,978 3,712,817 Capital grants and contributions 6,379,228 14,023,056 14,046,071 7,426,194 5,536,786 Total governmental activities program revenues 17,053,190 27,420,249 27,535,475 22,421,048 23,214,702 Business-type activities: Charges for services: Electric system 91,315,761 105,509,934 111,742,276 129,343,037 149,419,800 Water system 22,352,636 24,552,658 24,331,555 24,890,289 33,436,651 Wastewater system 15,398,218 17,144,312 19,210,529 20,423,424 23,670,458 Solid waste 10,383,296 11,728,024 13,172,556 13,600,512 14,624,132 Building inspections 1,415,998 Capital grants and contributions 8,504,900 19,022,045 8,415,470 9,808,842 10,022,654 Total business-type activities program revenues 149,370,809 177,956,973 176,872,386 198,066,104 231,173,695 Total primary government program revenues 166,423,999 205,377,222 204,407,861 220,487,152 254,388,397 NET (EXPENSE)/REVENUE Governmental activities (51,816,804) (47,230,397) (54,351,460) (63,972,539) (62,893,544) Business-type activities 2,498,822 14,930,654 6,113,150 10,878,285 26,614,986 Total primary government program net expense $ (49,317,982) $ (32,299,743) $ (48,238,310) $ (53,094,254) $ (36,278,558) (continued) 86 CITY OF DENTON, TEXAS Table 2 CHANGES IN NET ASSETS LAST FIVE FISCAL YEARS (accrual basis of accounting) 2002 2003 2004 2005 2006 GENERAL REVENUES AND OTHER CHANGES IN NET ASSETS Governmental activities: Taxes: Property tax $ 19,075,268 $ 20,964,738 $ 23,149,916 $ 26,678,783 $ 30,000,847 Sales tax 15,875,935 16,047,297 17,871,380 18,998,057 20,343,413 Franchise tax 11,930,612 12,571,989 13,215,882 14,250,484 16,499,994 Hotel occupancy tax 938,225 855,879 911,505 988,573 1,132,500 Beverage tax 174,264 192,243 208,855 215,872 257,950 Bingo tax 20,673 28,146 21,127 25,466 24,260 Investment income 3,990,679 1,451,106 1,332,568 1,148,517 1,967,473 Miscellaneous 3,246,851 5,354,783 4,213,163 4,218,245 3,892,087 Transfers 1,073,857 1,000,305 1,410,947 864,493 895,106 Total governmental activities 56,326,364 58,466,486 62,335,343 67,388,490 75,013,630 Business-type activities: Investment income 11,819,512 4,143,039 2,698,551 3,252,342 5,970,928 Miscellaneous 379,357 214,563 914,087 1,035,581 1,955,140 Transfers (1,073,857) (1,000,305) (1,410,947) (864,493) (895,106) Total business-type activities 11,125,012 3,357,297 2,201,691 3,423,430 7,030,962 Total primary government 67,451,376 61,823,783 64,537,034 70,811,920 82,044,592 CHANGE IN NET ASSETS Governmental activities 4,509,560 11,236,089 7,983,883 3,415,951 12,120,086 Business-type activities 13,623,834 18,287,951 8,314,841 14,301,715 33,645,948 Total primary government $ 18,133,394 $ 29,524,040 $ 16,298,724 $ 17,717,666 $ 45,766,034 Source: Comprehensive Annual Financial Reports 87 CITY OF DENTON, TEXAS FUND BALANCES OF GOVERNMENTAL FUNDS LAST TEN FISCAL YEARS (modified accrual basis of accounting) 1997 1998 1999 2000 General fund Reserved for encum brances $ 693,184 $ 1,223,295 $ 828,963 $ 932,374 Unreserved, designated Unreserved, undesignated 7,083,253 6,737,352 7,625,431 8,536,438 Total general fund 7,776,437 7,960,647 8,454,394 9,468,812 All other governmental funds Reserved for: Debt service 501,588 1,061,887 1,131,067 822,913 Capital projects 9,374,925 20,657,648 17,416,609 20,007,072 Encumbrances 1,348,171 3,545,764 2,244,559 3,349,161 Unreserved, undesignated reported in: Special revenue funds 498,270 533,656 187,519 296,306 Total all other governmental funds $ 11,722,954 $ 25,798,955 $ 20,979,754 $ 24,475,452 Source: Comprehensive Annual Financial Reports 88 Table 3 2001 2002 2003 2004 2005 2006 $ 199,135 $ 431,528 $ 137,051 $ 112,292 $ 210,818 $ 242,088 1,550,000 9,571,700 8,033,092 8,442,942 9,504,988 9,718,368 13,264,027 9,770,835 8,464,620 8,579,993 9,617,280 9,929,186 15,056,115 1,594,620 934,406 428,426 296,731 451,046 439,658 27,293,278 37,584,615 24,389,226 26,548,130 27,671,252 32,840,640 3,457,022 2,899 14,295 509,513 2,390,065 1,678,620 3,607,200 3,614,489 5,534,701 $ 32,854,433 $ 40,911,985 $ 26,510,567 $ 30,452,061 $ 31,736,787 $ 38,814,999 89 CITY OF DENTON, TEXAS CHANGES IN FUND BALANCES OF GOVERNMENTAL FUNDS LAST TEN FISCAL YEARS (modified accrual basis of accounting) 1997 1998 1999 2000 REVENUES: Taxes: Property tax $ 11,628,389 $ 12,134,304 $ 12,542,960 $ 13,957,144 Sales tax 12,139,976 12,925,267 13,883,181 15,131,637 Hotel occupancy tax 680,841 753,226 758,272 838,152 Beverage tax 102,564 91,110 149,771 166,523 Bingo tax 19,479 28,039 25,349 21,509 Licenses and permits 521,642 708,607 373,979 441,831 Franchise fees 6,592,694 9,107,182 9,283,328 9,958,500 Fines and forfeitures 1,849,082 2,257,015 2,855,899 2,680,352 Fees for services 2,101,049 2,187,136 2,512,669 3,359,523 Investment revenue 1,189,973 1,921,862 1,701,496 2,695,225 Intergovernmental 3,341,162 4,617,477 4,997,170 5,763,321 Miscellaneous 1,650,331 2,200,526 1,811,201 2,646,375 Total revenues 41,817,182 48,931,751 50,895,275 57,660,092 EXPENDITURES: General government 11,989,015 13,265,277 11,619,718 14,565,496 Public safety 15,379,257 16,756,551 19,060,713 22,679,278 Public works 5,040,465 5,447,174 5,098,539 4,888,271 Parks and recreation 3,697,577 3,989,773 4,413,869 5,341,227 Capital outlay 7,107,878 7,339,736 16,605,028 5,724,897 Debt service: Principal retirement 3,532,417 3,230,865 4,132,192 3,601,439 Advance refunding escrow Bond issuance costs Interest and other charges 1,373,606 1,498,567 2,205,565 3,327,544 Total expenditures 48,120,215 51,527,943 63,135,624 60,128,152 Excess (deficiency) of revenues over (under) expenditures (6,303,033) (2,596,192) (12,240,349) (2,468,060) OTHER FINANCING SOURCES (USES): Refunding bonds issued 5,538,780 Payment to refunded bond escrow agent (5,538,780) Issuance of long-term debt 4,700,000 15,285,000 9,526,351 6,625,000 Premium on debt issuance Proceeds of capital lease 554,625 2,159,279 Transfers in 5,835,095 2,604,575 2,416,072 2,349,442 Transfers (out) (1,730,450) (1,489,929) (3,596,807) (1,996,266) Total other financing sources (uses) 8,804,645 16,954,271 10,504,895 6,978,176 NET CHANGE IN FUND BALANCES $ 2,501,612 $ 14,358,079 $ (1,735,454) $ 4,510,116 Debt service as a percentage of noncapital expenditures 12.00/0 10.70/0 13.60/0 12.70/0 Source: Comprehensive Annual Financial Reports 90 Table 4 2001 2002 2003 2004 2005 2006 $ 16,579,367 $ 18,894,068 $ 20,964,737 $ 22,986,590 $ 26,640,930 $ 30,019,657 17,489,408 15,875,933 16,047,297 17,684,899 18,998,058 20,343,413 910,907 938,225 855,879 911,505 988,573 1,132,500 165,379 174,264 192,243 208,855 215,872 257,950 26,856 20,675 28,147 21,127 25,465 24,260 233,219 91,049 1,151,169 1,700,044 1,235,337 1,383,169 10,709,710 11,930,612 12,571,989 13,215,882 14,250,484 16,499,994 3,222,517 3,522,895 3,422,952 3,338,979 3,959,476 4,639,922 4,118,361 6,818,363 8,556,002 10,022,001 8,255,342 6,779,904 1,835,650 2,963,755 1,451,106 1,332,568 1,148,517 1,967,473 6,397,702 3,573,399 5,757,543 6,655,240 5,443,517 5,254,058 1,039,093 656,186 1,304,367 5,012,607 1,931,762 3,424,786 62,728,169 65,459,424 72,303,431 83,090,297 83,093,333 91,727,086 16,750,445 14,748,842 21,025,986 24,894,438 22,272,681 20,539,006 23,957,206 26,155,876 28,406,261 29,689,083 33,057,120 35,813,329 6,954,265 7,949,472 4,627,292 4,752,409 5,247,546 5,206,224 6,336,352 6,962,373 8,094,780 8,404,074 9,176,686 9,548,416 15,842,919 15,005,659 22,845,204 13,463,619 11,760,356 9,056,102 3,853,087 5,019,164 5,027,222 5,502,897 5,642,487 5,914,819 216,148 293,668 70,745 3,285,426 4,215,673 4,487,778 4,544,502 4,018,765 4,210,628 76,979,700 80,057,059 94,514,523 91,251,022 91,685,457 90,359,269 (14,251,531 ) (14,597,635) (22,211,092) (8,160,725) (8,592,124) 1,367,817 4,130,000 7,316,688 ( 4,130,000) (7,491,938) 20,992,749 20,120,000 6,913,483 11,805,000 9,070,000 9,550,000 404,361 49,644 3,193,675 1,454,541 2,192,680 3,496,765 3,341,047 4,095,018 (1,253,889) (1,906,600) (1,181,116) (2,162,259) (2,451,402) (2,857,338) 22,932,535 19,667,941 7,925,047 13,139,506 10,188,756 10,837,324 $ 8,681,004 $ 5,070,306 $ (14,286,045) $ 4,978,781 $ 1,596,632 $ 12,205,141 11.70/0 14.20/0 13.30/0 12.90/0 12.70/0 12.50/0 91 CITY OF DENTON, TEXAS ASSESSED VALUE AND ESTIMATED ACTUAL VALUE OF TAXABLE PROPERTY LAST TEN FISCAL YEARS Fiscal Year 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 Estimated Market Value Real Personal Property Property $ 2,021,163,444 $ 454,825,979 2,176,249,854 468,851,541 2,322,359,777 419,578,093 2,551,781,177 529,990,564 2,959,019,481 665,990,501 3,343,400,379 618,020,979 3,761,322,990 654,159,101 4,129,344,174 659,848,833 4,468,428,305 695,572,385 4,876,565,660 733,405,037 Source: Denton Central Appraisal District Less: Tax-Exempt Property $ 360,675,429 360,974,029 393,738,972 431,651,247 565,373,249 594,129,333 712,069,576 746,990,136 789,056,859 820,593,886 92 Total Taxable Assessed Value $ 2,115,313,994 2,284,127,366 2,348,198,898 2,650,120,494 3,059,636,733 3,367,292,025 3,703,412,515 4,042,202,871 4,374,943,831 4,789,376,811 Table 5 Total Direct Tax Rate $ 0.52840 0.51315 0.50815 0.50815 0.52815 0.54815 0.54815 0.54815 0.59815 0.60815 CITY OF DENTON, TEXAS PROPERTY TAX RATES (PER $100 OF ASSESSED VALUE) DIRECT AND OVERLAPPINGl GOVERNMENTS LAST TEN FISCAL YEARS Table 6 Overlapping Rates Denton City of Denton Independent Total Direct Fiscal Operating Debt Service Total Denton School & Overlapping Year Rate Rate Direct Rate County District Rates 1997 $ 0.32070 $ 0.20770 $ 0.52840 $ 0.26690 $ 1.66070 $ 2.45600 1998 0.32008 0.19307 0.51315 0.25590 1.77500 2.54405 1999 0.31187 0.19628 0.50815 0.24875 1.85000 2.60690 2000 0.31948 0.18867 0.50815 0.23504 1.70000 2.44319 2001 0.31948 0.20867 0.52815 0.23193 1.84400 2.60408 2002 0.31948 0.22867 0.54815 0.25193 1.85400 2.65408 2003 0.33816 0.20999 0.54815 0.24897 1.86400 2.66112 2004 0.34928 0.19887 0.54815 0.24717 1.86400 2.65932 2005 0.39928 0.19887 0.59815 0.25480 1.86400 2.71695 2006 0.42928 0.17887 0.60815 0.24648 1.86400 2.71863 Source: City of Denton Tax Office, Denton County Tax Office, and Denton Independent School District lOverlapping rates are those of local and county governments that apply to property owners with the City of Denton. 93 94 CITY OF DENTON, TEXAS PRINCIPAL PROPERTY TAXPAYERS CURRENT YEAR AND NINE YEARS AGO 2006 Percentage of Taxable Total Taxable Assessed Assesed Name of Taxpayer Value Value 1 Presbyterian $ 81,221,477 1.700/0 Hospital Denton Regional 70,945,611 1.480/0 Hospital Anderson 43,891,066 0.920/0 Merchandisers Pac car, Inc. 43,267,721 0.900/0 United Copper 43,231,435 0.900/0 Sally Beauty 36,816,776 0.770/0 Verizon 36,062,542 0.750/0 Inland Western 30,829,230 0.640/0 Denton Crossing The Timber Links 28,436,559 0.590/0 James Wood 24,500,082 0.510/0 Total $ 439,,202,,499 9.170/0 Source: Denton Central Appraisal District Table 7 1997 Percentage of Taxable Total Taxable Assessed Assesed Name of Taxpayer Value Value2 Peterbilt Motors $ 46,228,753 2.190/0 General Telephone 38,543,031 1.820/0 (Verizon Southwest) Denton Regional 31,353,267 1.480/0 Medical Center Tetra Pak 30,532,549 1.440/0 Texas Instruments 23,928,469 1.130/0 Golden Triangle Mall 17,944,277 0.850/0 Andrew Corporation 17,404,452 0.820/0 Safety Kleen Corp. 13,031,197 0.620/0 Acme Brick 12,324,665 0.580/0 Wal Mart 11,557,351 0.550/0 Total $ 242,,848,,011 11.480/0 ITotal taxable assessed value for tax year 2005 (fiscal year 2006) is $4,789,376,811. 2Total taxable assessed value for tax year 1996 (fiscal year 1997) is $2,115,313,994. 95 CITY OF DENTON, TEXAS PROPERTY TAX LEVIES AND COLLECTIONS LAST TWO FISCAL YEARS Taxes Levied Adjustments Adjusted Collected Within the Within the to Levy in Taxes Levied Fiscal Year of the Levy Collections Fiscal Fiscal Year Subsequent for the Percentage in Subsequent Year of the Levy Years Fiscal Year Amount of Levy Years 2005 $ 26,457,399 $ 59,203 $ 26,516,602 $ 26,016,239 98.110/0 $ 309,502 2006 29,545,033 29,545,033 29,162,978 98.710/0 Source: City of Denton Tax Office and Denton Central Appraisal District 96 Table 8 Collected Within the Fiscal Year of the Levy Percentage Amount of Levy $ 26,325,741 99.280/0 29,162,978 98.710/0 97 CITY OF DENTON, TEXAS RATIO OF OUTSTANDING DEBT BY TYPE LAST SIX FISCAL YEARS Governmental Activities Business- Type Activities General Certificates General Certificates Fiscal Obligation of Other Revenue Obligation of Other Year Bonds Obligation Obligations Bonds Bonds Obligation Obligations 2001 $ 49,950,882 $ 21,924,825 $ 1,022 $ 211,035,241 $ 1,759,622 $ 8,504,895 $ 3,148,744 2002 58,663,791 27,628,284 635,442 274,875,129 1,508,017 12,188,878 3,141,222 2003 59,721,870 30,148,929 696,508 304,366,352 2,191,168 11,765,612 3,328,798 2004 55,893,370 40,540,162 1,244,678 293,105,000 2,046,630 11,325,838 3,141,222 2005 58,870,849 41,791,588 2,210,846 281,120,000 3,904,151 9,233,412 3,141,222 2006 58,742,900 46,700,000 3,559,742 277,305,000 3,582,100 11,975,000 3,141,222 Source: Comprehensive Annual Financial Reports Note: Details regarding the City's outstanding debt can be found in the notes to the financial statements. ISee Table 13 for personal income and population data. 98 Table 9 Total Percentage Primary of Personal Per Government Income I Capital $ 296,325,231 0.018790/0 3,471.19 378,640,763 0.022480/0 4,190.59 412,219,237 0.020060/0 4,399.49 407,296,900 0.018890/0 4,143.91 400,272,068 0.017640/0 3,877.85 405,005,964 0.016800/0 3,736.87 99 CITY OF DENTON, TEXAS RATIO OF GENERAL BONDED DEBT OUTSTANDING LAST TEN FISCAL YEARS Table 10 General Bonded Debt Outstanding Percentage of General Certificates Less: Amounts Actual Taxable Fiscal Obligation of Available in Debt Value of Per Year Bonds Obligation Service Fund Total Propertyl Capita2 1997 $ 24,791,730 $ 12,639,954 $ 501,588 $ 36,930,096 1.750/0 516.87 1998 31,806,730 16,640,000 1,061,887 47,384,843 2.070/0 648.66 1999 39,056,730 19,945,000 1,131,067 57,870,663 2.460/0 768.53 2000 40,105,923 20,881,000 822,913 60,164,010 2.270/0 725.08 2001 51,569,223 30,571,000 1,594,620 80,545,603 2.630/0 943.52 2002 60,185,495 39,806,000 934,406 99,057,089 2.940/0 1,096.31 2003 61,913,038 41,978,000 428,426 103,462,612 2.790/0 1,104.23 2004 55,893,370 40,540,162 296,731 96,136,801 2.380/0 978.11 2005 58,870,849 41,791,588 451,046 100,211,391 2.290/0 970.85 2006 58,742,900 46,700,000 439,658 105,003,242 2.190/0 968.83 Source: Comprehensive Annual Financial Reports Note: Details regarding the City's outstanding debt can be found in the notes to the financial statements. lSee Table 5 for property value data. 2See Table 13 for population data. 100 CITY OF DENTON, TEXAS DIRECT AND OVERLAPPING GOVERNMENTAL ACTIVITIES DEBT AS OF SEPTEMBER 30, 2006 Table 11 Estimated Estimated Share of Debt Percentage Overlapping Governmental Unit Outstanding Applicablel Debt Debt repaid with property taxes: Denton Independent School District $ 448,611,529 88.040/0 $ 394,957,590 Denton County 174,702,571 12.190/0 21,296,243 Argyle Independent School District 37,648,877 1.840/0 692,739 Krum Independent School District 21,070,303 0.590/0 124,315 Subtotal, overlapping debt 417,070,888 City of Denton, direct debt 105,442,900 100.000/0 105,442,900 Total direct and overlappping debt 522,513,788 Source: "Texas Municipal Report" as of September 30, 2006, prepared by the Municipal Advisory Council. Note: Overlapping governments are those that coincide, at least in part, with the geographic boundaries of the city. This schedule estimates the portion of the outstanding debt of those overlapping governments that is borne by the residents and businesses of the City of Denton. This process recognizes that, when considering the City of Denton's ability to issue and repay long-term debt, the entire debt burden borne by the residents and businesses should be taken into account. However, this does not imply that every taxpayer is a resident, and therefore responsible for repaying the debt, of each overlapping government. lThe percentage of overlapping debt applicable is estimated using taxable assessed property values. Applicable percentages were estimated by determining the portion of the overlapping government's taxable assessed value that is within the City of Denton's boundaries and dividing it by the overlapping government's total taxable assessed value. 101 CITY OF DENTON, TEXAS PLEDGED REVENUE COVERAGE LAST FIVE FISCAL YEARS Utility System1 Revenue Bonds Fair Market Less: Value Operating Adjustment Expenses Fiscal Operating Investment to Investment 1m pact Fee Before Year Revenue Revenue Revenue 2 Revenue Depreciation 2002 $ 124,769,615 $ 8,406,425 $ 2,515,297 $ 4,294,000 $ 113,557,718 2003 140,450,819 4,320,188 (2,599,123) 5,150,000 125,351,837 2004 148,512,689 2,618,296 (1,523,523) 6,771,671 134,885,329 2005 170,450,120 3,114,254 (2,027,258) 4,206,630 150,549,007 2006 200,970,560 5,727,498 721,058 5,556,349 166,537,867 Source: Comprehensive Annual Financial Reports 1The Utility System includes the Electric, Water, and Wastewater funds. 2For the coverage calculation, the fair market adjustment to the value of investments is excluded. 3For the coverage calculation, franchise fees and return on investment payments to the General Fund are excluded from operating expenses. 4Revenue bond covenants require a times coverage of 1.25 or greater. 102 Table 12 Add: Franchise Fees and Return Debt Service on Investment Net Paid to Available Times General Fund3 Revenue Principal Interest Coverage 4 $ 8,487,570 $ 34,915,189 $ 7,345,000 $ 12,130,021 1.79 9,207,505 31,177,552 9,965,000 14,324,178 1.28 9,596,617 31,090,421 11,255,000 15,979,950 1.14 10,922,442 36,117,181 12,545,000 14,429,925 1.34 12,839,184 59,276,782 12,330,000 13,798,811 2.27 103 CITY OF DENTON, TEXAS DEMOGRAPHIC AND ECONOMIC STATISTICS LAST TEN FISCAL YEARS Table 13 Fiscal Estimated Personal Per Capita Average Grade School University Unemployment Year Population 1 Income Income2 Age 3 Enrollment4 Enrollment5 Rate6 1997 71,450 $ 858,328,850 $ 12,013 30.7 12,777 32,598 2.80/0 1998 73,050 877,549,650 12,013 30.7 12,986 33,113 2.40/0 1999 75,300 904,578,900 12,013 30.7 13,283 33,407 2.70/0 2000 82,976 996,790,688 12,013 26.8 13,667 33,317 3.10/0 2001 85,367 1,577,069,958 18,474 26.8 14,408 34,026 4.70/0 2002 90,355 1,684,488,265 18,643 26.8 13,600 36,985 7.40/0 2003 93,697 2,054,962,604 21,932 26.9 15,128 38,612 7.40/0 2004 98,288 2,155,652,416 21,932 33.0 16,932 39,618 5.80/0 2005 103,220 2,269,291,700 21,985 33.0 18,395 41,204 3.30/0 2006 108,381 2,410,068,297 22,237 33.0 19,701 43,120 3.50/0 Sources: lCity of Denton Planning and Development Department estimate 2United States Census and Denton Chamber of Commerce 3United States Census and Denton Chamber of Commerce 4Denton Independent School District 5University of North Texas' and Texas Woman's University's Denton campus enrollment 6Texas Workforce Commission estimate 104 CITY OF DENTON, TEXAS Table 14 PRINCIPAL EMPLOYERS CURRENT YEAR AND NINE YEARS AGO 2006 1997 Percentage Percentage of Total City of Total City Name of Employer Em ployees Employment Name of Employer Em ployees Employment University of North 7,351 12.780/0 University of North 5,500 10.720/0 Texas Texas Denton Independent 2,600 4.520/0 Denton State School 2,100 4.090/0 School District Pac car, Inc. 2,000 3.480/0 Denton Independent 1,648 3.210/0 (Peterbilt Motors) School District Denton State School 1,450 2.520/0 Boeing Electronics 1,800 3.510/0 Denton County 1,441 2.510/0 Texas Woman's 1,300 2.530/0 (in Denton) University City of Denton 1,244 2.160/0 Peterbilt Motors 1,000 1.950/0 Texas Woman's 1,159 2.020/0 City of Denton 1,000 1.950/0 University Federal Emergency 1,100 1.910/0 Denton County 925 1.800/0 Management Agency (in Denton) Denton Regional 800 1.390/0 Columbia Medical 850 1.660/0 Medical Center Center Denton Community Victor Equipment (Presbyterian) 750 1.300/0 Company 675 1.320/0 Hospital Total 19,895 34.600/0 Total 16,798 32.750/0 Source: Denton Chamber of Commerce 105 CITY OF DENTON, TEXAS FULL-TIME EQUIVALENT CITY GOVERNMENT EMPLOYEES BY FUNCTION/PROGRAM LAST TEN FISCAL YEARS Full-time Equivalent Employees for Fiscal Year Function / Program 1997 1998 1999 2000 2001 General government 189.11 195.28 169.41 179.03 200.53 Public safety Police 150.79 159.79 170.39 173.29 176.62 Fire 119.25 121.25 130.25 145.25 151.25 Animal services 9.00 8.00 8.00 8.00 8.00 Public works 49.00 54.00 52.00 52.00 61.00 Parks and recreation 94.52 92.32 96.91 108.15 115.15 Electric system 150.25 145.20 128.75 128.75 136.75 Water system 63.69 60.69 103.71 106.71 110.21 Wastewater system 73.63 72.63 72.40 72.90 81.00 Solid waste 67.08 66.08 66.75 69.25 88.50 Materials management 10.00 10.00 10.00 10.00 13.00 Fleet services 15.50 14.50 15.50 16.50 18.50 Technology services 20.50 24.55 26.25 30.75 29.75 Total 1,012.32 1,024.29 1,050.32 1,100.58 1,190.26 Source: City of Denton Budget Office 106 Table 15 2002 2003 2004 2005 2006 203.75 202.75 202.75 211.75 192.50 178.14 180.14 183.73 198.23 206.23 151.25 152.25 152.25 160.25 162.25 8.00 8.00 8.00 8.00 8.00 83.00 84.00 84.00 77.00 37.00 117.17 136.37 152.34 149.62 141.85 107.50 108.50 109.50 110.50 110.50 112.71 113.71 120.00 130.00 161.75 76.00 79.12 80.12 83.22 83.12 88.50 88.50 88.50 82.50 85.00 13.00 15.00 15.00 14.00 12.50 18.50 20.00 19.00 16.00 17.00 34.75 33.75 33.75 29.75 26.00 1,192.27 1,222.09 1 ,248.94 1,270.82 1,243.70 107 CITY OF DENTON, TEXAS OPERATING INDICATORS BY FUNCTION/PROGRAM LAST TEN FISCAL YEARS Function / Program Public Safety Police Calls for service Traffic citations issued Fire Fire calls for service EMS calls for service Inspections (Businesses) Animal Services Animals sheltered Animals adopted, transferred, or returned Public Works Street repaving (square yards) Pot holes repaired Cutouts base failures (square feet) Crack seal maintenance (linear feet) Parks and Recreation Attendance Leisure Services Water Park Total Acres Maintained Water System Number of customers Annual finished water production (in thousand gallons) Wastewater System Number of customers Annual wastewater discharge (in thousand gallons) Solid Waste Number of customers (residential and commercial) MSW Landfilled (tons) Recycling collections (tons) Source: Various city departments Fiscal Year 1997 1998 1999 2000 50,665 46,122 50,194 57,466 19,348 28,375 38,882 29,838 2,100 2,200 2,200 2,200 5,426 6,603 6,603 6,445 4,700 4,000 4,300 3,540 4,531 4,973 4,974 4,304 2,448 1,973 2,266 2,171 69,963 1 60,000 50,000 43,978 11,000 14,000 3,000 4,000 270,000 180,000 200,000 108,458 NA NA NA NA NA NA 957,743 980,000 NA NA NA NA NA NA 1,378 1,846 17,288 17,924 18,824 21,057 4,668,292 5,165,598 4,769,096 5,386,680 17,269 17,798 18,258 19,324 4,711,324 4,398,196 4,208,290 4,756,640 18,861 19,342 19,842 21,550 103,061 103,080 111,920 111,850 10,448 13,124 16,768 16,732 Note: Fire calls for 1997-2002 were rounded to the nearest hundred by department. 1 linear feet 2 lane miles of repaving and reconstruction 3 curbside residential recycling program introduced 108 Table 16 2001 2002 2003 2004 2005 2006 57,704 68,869 68,727 69,312 73,154 73,346 38,628 39,138 38,181 34,804 36,757 39,483 2,200 2,800 2,894 2,917 3,013 3,495 7,200 7,200 8,808 7,012 6,527 6,840 2,794 2,802 3,114 3,000 3,727 3,882 5,234 5,098 4,769 5,166 4,320 4,443 2,269 3,015 1,487 1,777 2,091 2,167 50,000 107,956 211,113 32.41 2 19.44 2 32 2 5,000 8,304 5,162 4,004 5,479 3,971 150,000 165,335 94,876 79,010 124,442 171,543 NA NA NA NA 40,338 79,314 869,960 893,710 1,026,309 981,883 952,866 985,778 NA NA 102,637 107,198 141,495 162,039 1,916 2,084 2,107 2,190 2,208 2,262 22,600 24,000 25,099 26,271 27,583 28,805 4,966,603 5,070,200 5,636,745 5,369,939 5,901,750 7,097,403 20,913 22,275 23,499 24,441 25,690 26,951 5,190,410 4,687,960 4,689,450 4,967,440 5,039,240 4,402,420 23,265 23,783 24,254 25,154 26,062 27,805 110,172 107,901 107,061 122,113 122,477 114,060 14,060 11,965 15,322 3 24,050 25,036 25,241 109 CITY OF DENTON, TEXAS CAPITAL ASSET STATISTICS BY FUNCTION/PROGRAM LAST TEN FISCAL YEARS Fiscal Year Function / Program 1997 1998 1999 2000 2001 Public safety Police Police stations 1 1 1 1 1 Police patrol units 57 68 97 103 104 Fire Fire stations 6 6 6 6 6 Emergency vehicles NA 19 19 16 20 Animal services Animals shelters 1 1 1 1 1 Public works Lane miles added per year NA NA NA 74.02 36.30 Streetlights NA NA NA NA 5,426 Parks and recreation Parks NA NA 26 26 27 Park acreage NA NA 743 743 813 Recreation centers NA NA 10 10 10 Water system Water mains (miles) 341 351 380 422 433 Raw water (in thousand gallons) 4,942,512 5,443,622 5,159,230 5,647,014 5,185,568 Wastewater system Wastewater mains (miles) 341 347 360 393 396 Maximum daily capacity (in thousand gallons) 15 15 15 15 15 Solid waste Landfills 1 1 1 1 1 Source: Various city departments 110 Table 17 2002 2003 2004 2005 2006 1 1 1 1 1 138 141 143 148 149 6 6 6 6 6 20 21 22 21 22 1 1 1 1 1 32.15 34.95 14.79 24.56 25.34 5,713 6,086 6,931 7,104 7,118 28 33 34 34 37 981 1,177 1,240 1,205 1,272 10 11 12 13 13 458 478 497 511 520 5,472,708 6,168,039 6,046,070 6,234,076 7,322,361 414 426 442 452 459 15 15 21 21 21 1 1 1 1 1 111 112 CITY OF DENTON, TEXAS GENERAL FUND COMPARATIVE BALANCE SHEET SEPTEMBER 30, 2006 AND 2005 ASSETS: Cash and cash equivalents Receivables, net of allowances: Taxes Accrued interest Other Due from other governments Interfund receivables Total assets LIABILITIES AND FUND BALANCES LIABILITIES: Accounts payable Interfund payables Due to other governments Other liabilities Deferred revenue Total liabilities FUND BALANCES: Reserved for encumbrances Unreserved, designated Unreserved, undesignated Total fund balances Total liabilities and fund balances 2006 2005 $ 11,260,085 $ 6,738,492 3,906,675 209,625 2,130,327 522,658 1,440,895 $ 19,470,265 3,937,328 107,604 1,598,062 159,448 1,752,973 $ 14,293,907 $ 1,383,051 $ 1,444,481 1,357,762 1,418,596 396 644,683 653,912 1,028,258 847,732 4,414,150 4,364,721 242,088 210,818 1,550,000 13,264,027 9,718,368 15,056,115 9,929,186 $ 19,470,265 $ 14,293,907 113 Exhibit XXIX CITY OF DENTON, TEXAS BALANCE SHEET - TRADITIONAL FORMAT ENTERPRISE FUNDS SEPTEMBER 30, 2006 Electric Water Wastewater Denton Utility System System System Systems Fund Fund Fund Subtotal ASSETS: Current: Cash, cash equivalents and investments, at fair value $ 70,857,635 $ 19,237,037 $ 3,245,896 $ 93,340,568 Receivables, net of allowances: Accounts 9,545,940 1,633,218 1,130,241 12,309,399 Un billed utility service 6,425,619 1,182,883 969,777 8,578,279 Accrued interest 445,155 200,979 44,450 690,584 Interfund receivables 1,380,283 381,847 230,014 1,992,144 Other receivables 3,840 3,840 Prepaid expenses 2,170 9,444 11,614 Deferred charges 953 953 Deferred debt issuance costs 55,060 63,082 38,084 156,226 Restricted assets: Cash, cash equivalents and investments, at fair value 38,634,645 43,259,867 27,396,366 109,290,878 Escrow deposit 134,579 88,765 58,356 281,700 Interfund receivables 2,429,896 186,597 98,113 2,714,606 Accrued interest 369,956 300,182 178,615 848,753 Noncurrent: Deferred Debt Issuance Cost 673,908 812,446 390,586 1,876,940 Fixed assets, net of accumulated depreciation 91,242,624 181,628,246 133,686,196 406,557,066 Total assets $ 222,196,253 $ 248,981,159 $ 167,476,138 $ 638,653,550 LIABILITIES: Current: Accounts payable $ 23,203,393 $ 300,551 $ 199,299 $ 23,703,243 Com pensated absences payable 435,578 449,821 257,094 1,142,493 Interfund payables 67,198 411,264 77,984 556,446 Deposits 3,436,143 273,174 4,029 3,713,346 Payable from restricted assets: Accounts payable 168,023 531,307 61,190 760,520 Retainage payable 151,107 76,307 227,414 Accrued interest 1,355,557 2,180,756 1,044,224 4,580,537 Interfund payables 466 466 Revenue and general obligation bonds 4,889,449 5,298,423 3,586,869 13,774,741 Noncurrent: Payable from restricted assets: Arbitrage payable 2,642 513 1,950 5,105 General obligation bonds payable Certificates of obligation Revenue bonds payable, net of discount 81,321,329 128,993,752 60,609,950 270,925,031 Deferred amount on refunding (2,338,073) ( 4,515,455) (1,305,398) (8,158,926) Notes payable 3,141,222 3,141,222 Com pensated absences payable 31,780 44,028 28,675 104,483 Landfill closure/postclosure costs Total liabilities 112,573,485 137,260,463 64,642,173 314,476,121 FUND EQUITY: Retained earnings: Reserved: Debt service 11,187,124 14,676,459 7,686,606 33,550,189 Rate stabilization 50,207,183 10,000,000 4,000,000 64,207,183 Water tower painting 775,000 775,000 Infrastructure financing 500,000 24,323,011 19,057,861 43,880,872 o & M contingency 300,000 275,000 575,000 Capital construction 500,000 250,000 750,000 Lewisville water treatment plant regulatory rehabilitation 4,700,000 4,700,000 TXDOT highway relocations 2,700,000 2,700,000 Unreserved 47,728,461 53,746,226 71,564,498 173,039,185 Total fund equity 109,622,768 111,720,696 102,833,965 324,177,429 Total liabilities and fund equity $ 222,196,253 $ 248,981,159 $ 167,476,138 $ 638,653,550 114 $ 6,664,834 $ 100,005,402 798,615 13,108,014 641,829 9,220,108 44,430 735,014 129,645 2,121,789 3,840 11,614 953 11,219 167,445 5,344,223 114,635,101 281,700 41,662 2,756,268 58,875 907,628 106,257 1,983,197 15,505,062 422,062,128 $ 29,346,651 $ 668,000,201 $ 217,644 $ 23,920,887 236,862 1,379,355 1,020,593 1,577,039 73,049 3,786,395 198,280 958,800 23,606 251,020 100,479 4,681,016 466 1,935,651 15,710,392 5,105 3,130,594 3,130,594 10,515,386 10,515,386 270,925,031 (118,301) (8,277,227) 3,141,222 76,244 180,727 3,689,408 3,689,408 21,099,495 335,575,616 Solid Waste Fund 2,200,000 5,224,714 300,000 300,000 222,442 8,247,156 $ 29,346,651 Exhibit XXX Total Enterprise Funds 33,550,189 66,407,183 775,000 49,105,586 875,000 1,050,000 4,700,000 2,700,000 173,261,627 332,424,585 $ 668,000,201 115 CITY OF DENTON, TEXAS STATEMENT OF REVENUES, EXPENSES AND CHANGES IN RETAINED EARNINGS - TRADITIONAL FORMAT ENTERPRISE FUNDS FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2006 Denton Electric Water Wastewater Utility System System System Systems Fund Fund Fund Subtotal REVENUES: Utility services $ 142,984,230 $ 25,708,728 $ 21,045,736 $ 189,738,694 Other fees 6,435,570 3,782,958 1,013,338 11,231,866 Total operating revenues 149,419,800 29,491,686 22,059,074 200,970,560 OPERATING EXPENSES: Operating expenses before depreciation 137,989,588 16,124,174 12,424,105 166,537,867 Depreciation 4,074,474 4,391,403 3,837,806 12,303,683 Total operating expenses 142,064,062 20,515,577 16,261,911 178,841,550 Operating income 7,355,738 8,976,109 5,797,163 22,129,010 NON-OPERATING REVENUES (EXPENSES): Investment revenue 3,747,451 2,193,478 1,120,627 7,061,556 Interest expense and fiscal charges (3,607,060) (6,481,247) (3,007,285) (13,095,592) Impact fee revenue 3,944,965 1,611,384 5,556,349 Gain (loss) on disposal of capital assets (43,367) 454,203 45,537 456,373 Other non-operating revenues (expenses) 160,753 10,072 170,825 Total non-operating revenues (expenses) 97,024 272,152 (219,665) 149,511 Income before contributions and transfers 7,452,762 9,248,261 5,577,498 22,278,521 CONTRIBUTIONS AND TRANSFERS: Capital contributions 3,625,072 6,397,582 10,022,654 Transfers in 124 124 Transfers out (63,617) (103,776) (680,414) (847,807) Total contributions and transfers (63,617) 3,521,296 5,717,292 9,174,971 Increase in retained earnings 7,389,145 12,769,557 11,294,790 31,453,492 RETAINED EARNINGS: Retained earnings at beginning of year 102,233,623 98,951,139 91,539,175 292,723,937 Retained earnings at end of year $ 109,622,768 $ 111,720,696 $ 102,833,965 $ 324,177,429 116 Exhibit XXXI Solid Total Waste Enterprise Fund Funds $ 14,572,633 $ 204,311,327 51,499 11,283,365 14,624,132 215,594,692 11,729,140 178,267,007 1,513,700 13,817,383 13,242,840 192,084,390 1,381,292 23,510,302 237,314 7,298,870 (518,447) (13,614,039) 5,556,349 456,373 170,825 (281,133) (131,622) 1,100,159 23,378,680 10,022,654 124 (47,423) (895,230) (47,423) 9,127,548 1,052,736 32,506,228 7,194,420 299,918,357 $ 8,247,156 $ 332,424,585 117 CITY OF DENTON, TEXAS STATEMENT OF CASH FLOWS - TRADITIONAL FORMAT ENTERPRISE FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2006 Denton Electric Water Wastewater Utility Fund Fund Fund Systems System System System Subtotal CASH FLOWS FROM OPERATING ACTIVITIES: Cash received from customers $ 148,261,332 $ 29,649,621 $ 21,821,225 $ 199,732,178 Cash paid to em ployees for services (5,187,592) (8,693,107) ( 4,697 ,507) (18,578,206) Cash paid to suppliers (114,340,130) (6,875,234) (8,169,747) (129,385,111 ) Net cash provided by operating activities 28,733,610 14,081,280 8,953,971 51,768,861 CASH FLOWS FROM NON CAPITAL FINANCING ACTIVITIES: Transfers out (63,617) (103,776) ( 680,414) (847,807) Transfers in 124 124 Net cash used by noncapital financing activities (63,617) (103,776) ( 680,290) (847,683) CASH FLOWS FROM CAPITAL FINANCING ACTIVITIES: Principal payments on capital debt (3,625,692) ( 4,684,132) (3,277,765) (11,587,589) Interest and fiscal charges (3,637,945) (6,530,745) (3,037,423) (13,206,113) Proceeds from issuance of capital debt 8,026,750 8,026,750 Proceeds from sale of capital assets 454,203 45,537 499,740 Proceeds from impact fees 3,944,965 1,611,384 5,556,349 Acquisition and construction of capital assets (10,999,420) (7,110,537) (3,268,499) (21,378,456) Net cash used by capital financing activities (10,236,307) (13,926,246) (7,926,766) (32,089,319) CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from sale and maturities of investment securities 27,703,032 26,508,065 11,453,389 65,664,486 Purchase of investment securities (42,140,000) (29,455,000) (12,495,000) (84,090,000) Interest received on investments 3,919,358 2,038,765 1,062,663 7,020,786 Net cash provided (used) by investing activities (10,517,610) (908,170) 21,052 (11,404,728) Net increase (decrease) in cash and cash equivalents 7,916,076 (856,912) 367,967 7,427,131 Cash and cash equivalents at beginning of year 2,437,305 2,207,228 1,250,463 5,894,996 Cash and cash equivalents at end of year 10,353,381 1,350,316 1,618,430 13,322,127 Investments, at fair value 99,138,899 61,146,588 29,003,687 189,289,174 Cash, cash equivalents and investments, at fair value $ 109,,492,,280 $ 62,,496,,904 $ 30,,622,,117 $ 202,,611,,301 118 Exhibit XXXII Solid Total Waste Enterprise Fund Funds $ 14,207,080 $ 213,939,258 (5,427,047) (24,005,253) (4,864,780) (134,249,891 ) 3,915,253 55,684,114 (47,423) (895,230) 124 (47,423) (895,106) 2,420,749 (9,166,840) (487,440) (13,693,553) 8,026,750 499,740 5,556,349 (2,074,620) (23,453,076) (141,311) (32,230,630) 5,448,998 71,113,484 (8,744,000) (92,834,000) 186,492 7,207,278 (3,108,510) (14,513,238) 618,009 8,045,140 747,097 6,642,093 1,365,106 14,687,233 10,643,951 199,933,125 $ 12,,009,,057 $ 214,,620,,358 (continued) 119 CITY OF DENTON, TEXAS STATEMENT OF CASH FLOWS - TRADITIONAL FORMAT ENTERPRISE FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2006 Denton Electric Water Wastewater Utility Fund Fund Fund Systems System System System Subtotal RECONCILIATION OF OPERATING INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES: Operating income $ 7,355,738 $ 8,976,109 $ 5,797,163 $ 22,129,010 Adjustments: Depreciation expense 4,074,474 4,391,403 3,837,806 12,303,683 Decrease (Increase) in receivables (702,557) 44,953 (225,490) (883,094) Decrease (Increase) in interfund receivables (455,911) 112,983 (12,359) (355,287) Decrease (Increase) in prepaid items 7,278,909 (2,170) (9,444) 7,267,295 Increase (Decrease) in accounts payabh~ 11,161,173 480,875 (100,119) 11,541,929 Increase in compensated absences payabh 68,121 91,925 25,736 185,782 Increase in closure/postclosure liability Increase (Decrease) in interfund payables ( 46,337) (14,798) (359,322) (420,457) Total adjustments 21,377,872 5,105,171 3,156,808 29,639,851 Net cash provided by operating activities $ 28,,733,,610 $ 14,,081,,280 $ 8,,953,,971 $ 51,,768,,861 NONCASH CAPITAL AND RELATED FINANCING ACTIVITIES: Noncash activity during the year consisted of contributed capital assets for the Water and Wastewater funds in the amount of $3,625,072 and $6,397,582, respectively; the change in the fair value of investments of ($11,058), $410,694, $321,422 and $36,790 for the Electric, Water, Wastewater and Solid Waste funds, respectively. 120 Exhibit XXXII Solid Waste Fund Total Enterprise Funds $ 1,381,292 $ 23,510,302 1,513,700 13,817,383 (372,483) (1,255,577) (44,569) (399,856) 7,267,295 160,737 11,702,666 42,041 227,823 277,781 277,781 956,754 536,297 2,533,961 32,173,812 $ 3,,915,,253 $ 55,,684,,114 121 CITY OF DENTON, TEXAS BALANCE SHEET - TRADITIONAL FORMAT INTERNAL SERVICE FUNDS SEPTEMBER 30, 2006 Materials Fleet Motor Risk Management Services Pool Retention Fund Fund Fund Fund ASSETS: Current assets: Cash, cash equivalents and investments, at fair value $ $ 334,839 $ 12,682,066 $ 4,522,952 Accrued interest receivable 36,169 53,873 Other receivables 567 112,960 Interfund receivables 57,528 162,827 Merchandise inventory 3,974,030 59,316 Prepaid items 8,866 21,880 Deferred debt issuance costs 4,761 4,088 35,237 Restricted assets: Cash, cash equivalents and investments, at fair value 36,326 1,797,555 Accrued interest 9,189 Escrow deposit 1,934,766 Total current assets 3,988,224 605,057 16,516,862 4,739,652 Noncurrent assets: Fixed assets, net of accumulated depreciation 705,857 3,250,095 15,705,581 9,498 Total assets $ 4,694,081 $ 3,855,152 $ 32,222,443 $ 4,749,150 LIABILITIES: Current liabilities: Accounts payable $ 271,295 $ 94,012 $ 55,409 $ 60,925 Claims payable 453,750 Compensated absences payable 43,292 48,369 Accrued interest 3,081 13,485 31,347 Interfund payables 3,501,888 9,253 10,460 Leases payable 935,736 Payable from restricted assets: Accounts payable 13,981 Certificate and general obligation bonds 22,900 77,699 932,683 Total current liabilities 3,842,456 242,818 1,979,616 514,675 Noncurrent liabilities: Leases payable 2,624,006 Payable from restricted assets: General obligation bonds payable 4,091 Certificates of obligation 537,915 2,215,196 3,381,604 Claims payable 2,541,463 Compensated absences payable 626 12,010 Total liabilities 4,380,997 2,470,024 7,989,317 3,056,138 FUND EQUITY: Retained earnings: Reserved for capital projects 37,110 1,792,763 Reserved for fleet replacement 11,631,572 Reserved for future claims 1,683,514 Unreserved, undesignated 313,084 1,348,018 10,808,791 9,498 Total fund equity 313,084 1,385,128 24,233,126 1,693,012 Total liabilities and fund equity $ 4,694,081 $ 3,855,152 $ 32,222,443 $ 4,749,150 122 Exhibit XXXIII Technology Services Fund Internal Service Funds $ 616,833 $ 18,156,690 90,042 113,527 149,755 370,110 4,033,346 30,746 18,611 62,697 1,184,182 3,018,063 500 9,689 1,934,766 1,969,881 27,819,676 3,711,688 23,382,719 $ 5,681,569 $ 51,202,395 $ 161,215 $ 642,856 453,750 95,810 187,471 11,037 58,950 15,037 3,536,638 935,736 7,900 21,881 362,232 1,395,514 653,231 7,232,796 2,624,006 4,091 2,061,719 8,196,434 2,541,463 13,605 26,241 2,728,555 20,625,031 1,176,782 3,006,655 11,631,572 1,683,514 1,776,232 14,255,623 2,953,014 30,577,364 $ 5,681,569 $ 51,202,395 123 CITY OF DENTON, TEXAS STATEMENT OF REVENUES, EXPENSES AND CHANGES IN RETAINED EARNINGS - TRADITIONAL FORMAT INTERNAL SERVICE FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2006 Materials Fleet Motor Risk Management Services Pool Retention Fund Fund Fund Fund OPERATING REVENUES: Charges for goods and services $ 6,319,887 $ 5,009,354 $ 4,266,426 $ 3,125,561 Miscellaneous 77,964 13,134 20,887 96,270 Total operating revenues 6,397,851 5,022,488 4,287,313 3,221,831 OPERATING EXPENSES: Operating expenses before depreciation 6,055,209 4,635,913 466,065 2,768,413 Depreciation 5,351 93,277 2,968,407 2,845 Total operating expenses 6,060,560 4,729,190 3,434,472 2,771,258 Operating income 337,291 293,298 852,841 450,573 NONOPERATING REVENUES (EXPENSES): Investment revenue 6,289 438,777 146,991 Interest expense and fiscal charges (24,932) (110,030) (226,600) Gain on disposal of capital assets 451,329 Other non-operating expenses Total non-operating revenues (expenses) (24,932) (103,741) 663,506 146,991 Income before contributions and transfers 312,359 189,557 1,516,347 597,564 Capital contributions 59,629 Transfers in 222,145 Transfers out (9,253) (318,610) Change in retained earnings 312,359 402,449 1,575,976 278,954 Retained earnings at beginning of year 725 982,679 22,657,150 1,414,058 Retained earnings at end of year $ 313,084 $ 1,385,128 $ 24,233,126 $ 1,693,012 124 Exhibit XXXIV Total Technology Internal Services Service Fund Funds $ 6,428,687 $ 25,149,915 208,255 6,428,687 25,358,170 5,384,680 19,310,280 1,011,831 4,081,711 6,396,511 23,391,991 32,176 1,966,179 68,986 661,043 (92,774) ( 454,336) 451,329 (3,384) (3,384) (27,172) 654,652 5,004 2,620,831 59,629 29,500 251,645 (266,356) (594,219) (231,852) 2,337,886 3,184,866 28,239,478 $ 2,953,014 $ 30,577,364 125 126 mY CITY OF DENTON, -TEXA-S. Independent Auditors': Reports on Federal.A wards: in Accordance- with .OMB Circular A-133 . . , , . 'September30'~ 2006, ,. . . . . . ., .. KPMG_ LLP Suite 3100 717 North Harwood Street ,. D'all'as, TX 75201..;6585 ,: -I~depelldent-A~ditors' I{eport 011' Intern~] -f;ontr()1 over-F_nancial_Reportin,g, . and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in 'Accordance with Government Auditing Standards. '" , Members of City Council ,City ,<;>f Denton, Tex(ls: , We have audited the financial statements of the governmental acti.vi~es, busi~ess type activities, each major fund -and the aggregate. remaining fund information' of the City- of Denton,- Texas (the City) - as of - and- for the year, ended: September 30_, 2006, which _colle_ctively ,comprise the City's basic ,financial statements ., and' have issued our rep~rt thereon dated February 2, 2007. We conducted our audit In accordance with. auditing stand,ards generally _accepted in the UnitedSt~tes ,of Americ.a ,and the ,standards applicable -to- financial _audits contained in Government Au:diting Sta~da~ds,: i~sued l1Y the Comptrol.l~r General of the . United . States. . .. , , , Internal Control over 'Financial Reporting In plan~ing and: performing our audit, we considered' the .City; s inte~al contiol over- financial reporting in. 'orcier. to 'de~ermine qur ,auditi:ng ,proc~dQres for- the purpose of ~xpressing. our- opinjons all the, fin~ncial' statements and .not t~ provi~e .an opi~ion on the internal control: over tl.n~~ial reporting.. qur cO,nsi~eratio~ _ of the internal control over financial reporting would not necessarily disclose all matters in internaJ control that- might be material weaknesse.s.. 'A ,material ,weakness is a-reportable condition ,in. w.hich .the ,desi,gn _or operation of one or more internal co~trol components d6'es not reduce to a- relatively low lev'el .the risk that -misstatements caused -bY. error. or- fraud in .amounts-that \vouldbe -inaterial in- relation'. to' the financial sta~ements ~eing, audite~ - may occur and not be detected within a ti~ely, pe!i~~. ~y employees in. the norma~, . course of performing their assigned fi1nctions~- We noted -no matters involving the internal control over financial, reporting -and_ its - operation that we . consider- to be .material ,weaknesses.- ' " 'Compliance and 'Other Matters 'As' part of obtaining reasonable, assuraJiceabo-ut whether. the City '-sfinancittl statements. are free. of material' ,: ,misstatement, ,we _ performed tests - of its c.ompliance- with ,certain provisions, of 'laws,. regulations, contracts" and grant -agreements, nonc-ompliance -WIth -which could have .8. . direct , 'and material-effect on. the -determination of financial- stat~ment amounts. H.owever" providing an. opinion ,on -compliance- with tnose, ,. provisions ~as not an .objective of _our audit, and accor~ingly, we d~ ,not ~xpress s,uch an opinion. The results of'otir'tests disclosed no- ihstances of noncompliance' or other matters that is-:required:to- be reported under Government :Auditing: Standards oj w ~ - noted cfert~nmatters that: we repoIted, to m~nagement - of the City in 3_ :separate .let.ter -dated: February - 2, 2007. KPMG .LLp, a u.s. limited liability partnership, is the U.S. member. firm of. KPMG International,- ~ Swis's cooperative. ,This report _is intended solely for tpe i~ormation and u~e .<;>f, the Mayor and City, Council, .m~nagerp.ent" federal and state awardi~g agencies and' pass-through entiti~s and is not intended to. be and should not be 'us~d- by -anyone other than these specified parties. . KPti4.G- LLf> February. 2, 2007 2 - ,: KPMG,LLP Suite 3100 717 North, Harwood Street Dall'as. TX 7520i~6585 Independen~ A:udito~' 'Report on ,Co~pliance: w~th Requireme~ts Applicable to Each Major Program. and on Internal Control ()ver - -, -Compliance. in .Accordance 'with OMB'.Circular A~133 -- Members of City Council City of 'Denton, Texas: Complianc.e We have audited the compliance. of the City of-Denton,.-Texas (the City) "with the types of compliance requireme'nts described -in -the':U'.S. .Office of Managemeht -and .Budget (OMB). Circular A...133 Co'triplia'l1ce S~pplement- that are- applicable to each of its major . federal programs' for the year enqed Sept.ember 30, 2006. The City;s major federal'programs are ide-ntified in'the summaiy' of -auditors'. results secti.on of the accompanying schedule_ of findings' ,and- .questioned. costs., Compli~nce 'with -the- requireriIen~s. of-:laws, regulations, contracts, and .grants applicable -to_ each of .its major federal programs. is the responsibility of the City's- management. Out. responsibility is to express an opinion-:ori -the City'.s .compliance based on.:our audit. ... .We (;onductecJ- ourauqitof 'coll1pliance,jn, acc-ordance- with auditing: stand(lfds gen~rally. acc.epted' in,:the United States of America; the standards applicable to financial audits contained in Government Auditing Standards, issued'by the Comptrollet.'G'enetal"oftheUnited States; andOMB 'Circular-A~133-, Audits' of" States~ ,Local Gove.mYf:lenfs, 'an.d. Non-Profit Organizations.- .Those _standards ,and OM.B, Circular.A-133. require that we plan and perform the audit to obtain reasonable assurance .about whether noncompliance with the'types' of 'compliance 'requirements referred .to' above that could- have .a.direct and. material-effect 'on. . a major federal program occurred. An, audit includes examining, ,on ,a test- basis,-evidence about the_ City's compliance with those.' requirements and: perforniing such' .oth'er procedures 'tIS -we considered - necessary in the: circumstan~es. .We- believe th.at .OUf audit. provides -3 reasonable- basis'for ,our ,opinion~ Our ,audit do~s . not provide a legal determinatio~ <?f-t~e C~ty'-s compliance wi~b thos~ requirem~nts._ In our opinion, the, C.ity compHed, in all material respects, ,with, the .requirements referred to:above that. are applicabl~ to each' ot its. major federal. programs for .the year ended September 30, 2006. . Internal Con'trol ov~r Compliance The management of the City is resp.onsible for establishing and main'taining effective internal control over . compliance with the -:requiremerits. .of ,: laws, regulations, coIitracts~ and.. giants applicable. -to federal programs.. In plannjng and. performing.our audit:, we cODsidere,d,th.e City'_s .internal control over co_mpliance with requirements that could have a direct and material eff~ci on a major federal program .in order to . determi~e. our: a~ditii1g : procedures: for th~' purp6s~ .of expr~ssing . our .opinion. :00 .comp:liance .an:d, to test .and rep:ort on th~ inte~al:c?ntrol ()ver compliance in accor~ance with,OMB Ci~c~lar A-.1,3.3. 3 KPMG LLP, a u.s. limited liability partnership, is the U.S. member firm of KPMG ,Inter~ational" a Swiss,cooperative. . ,OUf co.nsideJ;ation, of the. internal control over c.ompliance would not necessarily - disclose -all ~atters i~ the ,: internal control that might be material weaknesses. A material weakness is a reportable, condition in which the design or-operation of one 'or more' .of the internal control components does not 'reduce: to -a-relatively low level: the risk: that noncompliance with ,:applic.a~le ,~equirement~ .of l~ws" regulations, -~antracts, and grants caused- by errat .or fraud that would be matetjal in rel~tion to a. major. fe.deral pr.ogram bei.ng audited . m~y , occur ,and. nat l?e, ,detectfed ,within a : timely - periad by -employees - in the: nonnal. caurse.: of -performing' their assigned functions. We noted: no ~~t~e~ involv~ng the: inte~~: c,ont!<?l:over cOlllpliance. and its -operatianthat we-considerto be material weaknesses.. Schedule of Expenditures of Federal' A wards. We. have audited the financial' statements .of the g.overnmental activities, the business-type activities, each -majar- fund_, and th~ aggreg~te remai:ning fund. inforrnatjan of: the City as of and for the: year ,ended' September 30, 2006,. and have issued our rep_ort th~re()n dated february_:2,_ 2097.,:Our aud~t wa~ pe~qrm~d ,_ for the. purpose of- forming opinio-ns 00. the financial -statements that collectively comprise the City's basic financial statements~ The- -accompanying_ schedule of expendit\Jres of ~ederal' a~ards' 'is.: pres-ent~d. for- purposes of' additianal analysis as required by OMB Circular A-133 and is nat a required _part of the basic financial stateme'ots. 'Such information 'has 'been subjected to the auditing procedures- applied- in the. audit .of ,. the basic ,financial, statements and~ in our. .opinion_, - is fairly ~tated,_ in all material respects, in. rel~tjon ~o. tJie, baSic .financial statements - taken as a whole. ,- ., ,- . ,... . --- This report is intended solely for the information and use .of the Mayor and -City Council, management, federal and, state. awarding agencies and- pass-through entities and- is nat intended to - be . and: should not: be used by ,any~ne other than thes~ sp~cified parties. KPMGr. LL""P -. -- February 2, 2007 4. CITY OF DENTON, TEXAS_ Schedule _ of Expenditures of Federal A wards, : Yea~ e.nd~d September-3D, 2006 Federal , Passed-through Grant CFDA to.' ,: Fede~alg~antor/pass-throuah Irantor/program -title 1.0. number number ,Expenditures subrecipients Federal awards: U.s. Department of Housing Urban Development: : B-99-MC-48~OO36 Comm.unity-Developmeru Block Grant ']4.218 $ 185 Community Development Block Grant B-OO-MC-48-0036 14.218 30,783 Cornmur:tity .r;>eyelo~ent Block Grant -B..Q.l.~MC~8-OO36: 14~218 14,3] 6 Community Development Block Grant B-02~MC-48-0036 14.218 103,502 Community Development Block Grant B-03..MC-48,-OO36 14.218 58A50 Crimm_unity -Development Block Grarit . . B-04-MC-48~OO36 '14.218 223,447 12~O80 Community Development Block Grant B-05-MC-48-0036 14.218 486,527 1.46,552 C~n1munity ,r;>eyelopment ~loCk Grant -B-06~MC~48..0036: .-14;218. 38.570 Home Investment Partnership M-99-MC-48-0223 14.239 213 Home Investment Partnership M-OO-MC-48-0223 . 14.239 , 5,112 Home In'vesnnent Partnership M.;(j] -MC-48;.0223 14.239 ] 2,090 Home Investment Partnership M-02-MC-48-0223 14.239 38.023 Home Invest,ment: Partners~ip ., M-03~MC-48..0223 14;239 49,351 : Home ,Investment Partnership M-Q4-MC-48-0223 14.239 68,088 27,996 Home Investment Partnership M-05-MC-48-0223 14.239 477~324 105.015 Supporti ve. Housing _ Program TX01831000f 14.235 48,085 48~085 Neighborhood Initiative B-04-NJ- TX-0038 14.246 102,915 Tota] birect'Funding U.S. :Department'of Housing Urban. Development 1.756,981 339,728 Passed-through Texas Department of ,Housing and Community :Affairs: Emergency Shelter Grants 425117 } 4.231 143.144 137,404 Emergency Shelter Gr,ants '426J17. . . 14:231 -246- Tot.al U.S. Department of Housing and Urban Development 1,900;371. 477,132 Federal Environmental PrOtection. Agency: Water Quality Grant CP - 83207101-0 66.436 19,302 Hickorj Cre~k Basin CWA Sectio'n 319 Grant ,- CP,,,,:,: 9961 464 l-O 66A60 . 54;530' Total Fe~eral Environmental Protective Agency, 73;832 , U.S. 'Department- of Homeland Security:: Fire Pr~vention Grant BMW-2004-FG-14068 97.044 67,760, Total' Direct Funding U.S. Department of Homeland Security 67 )60 , Passed,through State Departnlent'of Public Safety Governor's Division of Eniergency -M-anagemeni: ' - - - - Emergency Management Performance Grunt 06TX-EMPG-034 97.042 66,223, .2003 U.rban.Area Security,]iiitiative (UASI) Pan II. ' 2003~EU.T3-0043 - - 97.0.08 5t ;854' 2.004 State, Homeland S~urity LETPJ:> 2.oQ4-GE- T4-00 15 97.004 8, 125 2004 State Homeland.Security Program,(SHSP). . 2004~GE-T4-0015 97 :004 I ,71.0 20.04 Urban. Area - Security Initiative (U ASI) - ' - .2004 U ASI '...; i 9972 97.008 430.000 2005 Urban Ar~a Security Initiative (VAS'I) 2005-GE-T5-4025 _ 97..067 293,227. Public Assistance Grants' . 3216-EM-TX . .97.036 . 11 i ;721- Total U.S. Department of Homeland Security 1,,030.;626 -U.S~ Department of Justice: Local Law Enforcement Block Grant 2003..LBBX-2362 16.592 15.387 COPS in Schools Grant' 2002~SHWX-'OI-64 ' i 6j](j . -4i ;76i Bryne Justice Assistance Grant 2.o05-DJBX-0605 16.580 2 J ,638 _' Toial U~S. Department ofJustice' . 78,187 U.S. Department of Agriculture: .. . . . _ _ . __ Passed -ihrough -Texas Department- of Health 'and Human- Services: Summer Food Services Grant 061-1002 10.559 69,371 ,:Total U~S. D:epartmeilt of Agriculture ' 69.371 U.S. Deparunent of Transportation: _ Federal Transportation Grant TX-90":X659 - 2.0.507 .216,756 TOlal. Di reet Funding_ U.S. Departrpent of Transportation .216,756 Passed-through State Department of Transportatio-n: ,Cofl1prehens~v~ STEP 586XXF60.19, 2.0.600. 99.458.. ClOT STEP 586XXF6140 20..600 6.'368 Total-U,S. Depanment of Transportation ,322,582' . . - . . , Total expenditures of fede'ral awards $ 3,475,569 477,132 See accompanying notes to schedules of expenditures of federal and state aw_ards. ,5 CITY OF DENTON, TEXAS . , Schedule- of -Expenditures of:State A-wards. - Year ended. September 39, 2006" . . Federal grantor/paSs-through grantorlPrOgram title ' State award~: ,Office of the Governor -- Crimin:al Justice Division: Tobacco Compliance Total Office of Governor Texas State: Libraryaild Archives Commission: Loan Star Library Grant Total 'Texas State'Library and Archives Commission -North Central- Texas_ C~uncilof Government (NCTCOG):- Home Chemical Collection Center Total 'NCTCOG, Grant . '1.D.- number SB55 $ 442-06'13,] 06-04-017 M618DNTON ., 1,83XXH7002 5J418F1788 515 '18F7095 582-5-70824 $ Texas Department of Transportation: A irportMai ntenance- Grant Installing of Tr:affic Signal ,Equipment . State Transportation Grant' State Transportation Grant Total Texas -Department of Transportation Texas Commission of Enyironmental Q~a1ity:, Hickory Creek Basin CW A Section 319 Grant Total te(Cas 'Commission of Environmental Quality Total ,~xpenditure~ o~ state awards , : See .accompanying 'notes' to schedules Qf expendi lutes of federal' and state awards. 6 Expenditures 4,940, 4,940 16, I 08 -16,108 6] ,068 61,068- 29,890 30,53 ] 52,] 28- 54,400 .: 166,949 40,000 40,000 289,065 : . Passed-through to subrecipientS . . 5'2,12'8 54,400 10:6,52'8 _]06,528 _ CITY OF DENTON, TEXAS . , Notes to .Schedule of Expenditures. of Federal and State'.Awards Year ended September 30, 2006 (1). General The accompanying .sch~dules of expenditures. of f~deral .~~d state, -awards- _presents the ,activi.ty Qf all,-- applicable federal and' st~te awards of the_City of Denton, Texas (the City). Th~ City's r~porting entity is defined - in note 1 'to the - City's -basic' financial s.tatements'.' Federal and 'state awards -received. directly: from federal and. state agenci.e~ (ls well. a.s federal_ :and state awards, :pass~d, tl)rougl1_ o~her gove_mment agencies, " are included' on the respective schedule. . . .. (2) Basis of Accounting ,. . ,- -..". ,. ,. . ., . . , The accompanying schedules of expenditures of federal an"- state awards is presented. using 'the modified . . accrual basis. of accounting, which -is described in note 1. to the' City.' s, basic financial- statementS.. (3) 'Schedule'of.Findings,and 'Questioned-Costs . . 'The'Schedule': of' findings' and questioned 'costs, : including the -summary: of auditors' -results .for federal awards is,included:beginning on page 8. (4) .. .Relationsh~:p. to Federal Fin~ncial R~ports- ,Grant .expenditures repo~s as,of September- 30,-200.6,which.h.ave .been, submitted to grantor agencies .~ill, , in some cases, dif~er slightl.y from a~ounts disclosed herein. The reports prepared for grantor agencies are typically- prepared at a later date and often - reflect - refined -estimates - of the. year-end' accruals. :The reports will agre~:at termination of the grantas the discr~pan~ies. ~ote_~,are. timing difference.s. . 7 CITY OF DENTON, TEXAS, Schedule of Findings and Questioned Costs Year ended September 30, ~OO6 (1) 'Summary-of Auditors' Resul~.. Financial Statements 'Typ~.of AuditQr'.s rep()rt -issu'ed::- Uriqual:ified. . Internal control over financial reporting:. · Material weaknesses 'identified: No -.-Reportable 'conditions identified- that are not consi'dered' to. be.material weaknesses: None reported. . . . Noncompliance'inaterial to-financial statements noted: No: Federal Awards , . Int.emal control over major programs: · Material weakness~s iqen~ifjed; . NO'. · Reportable conditions identified:that are ~ot consi.dered.to pe.materi_al_weakn_esses:_ N.Q . . Type ,of auditor'.s -~epo~ issued o~ - compliance -for major- programs: .U~quali~,~d .Any . audit , findings_ disclosed-- that are -req~ired-to _be _reported in:accordarice. ~ith, 'Section 510(a)- of-:OMB. -Circular A133: No . Id~ntifi~ati~n of m.ajorprograms: Program . .CFDA nuniber CDBG l~OME "Homelarid Security Cluster: State Homeland ,Security ,Grant Program Emergency Management Performance Grant 2005 Urban Area: Security Initiative- .Vrb.at;l-:Area-S~curi.ty ,Cluster (Prior to 2005) . 14~2l8 . . 14.2-39 ':97~OO4 97~042 97.067 -97.008. ., Dollar threshold use~ to disti~guish between Ty:pe A an~. Type ~ ,program~: $300,000. A.uditee qualified a~ ,a low-risk aUQite~: No .. . . -8 _(C9ntioQed) -1 . ,CITY OF DENTON, TEXAS Schedule of-Findings and Questioned Costs Year ended Sept~mber 30, 2006 (2) ,Findin'gs' R~lating to_ t~e Financial- Statements ~,ep,ortec;l ~~ .Ac~ordance ,with Govern_ment A_uditing Standards: - 'None (3) Findings and 'Qu~stioned ~osts Re'ating to _Federal_Awards: None 9 - . KPMG- LLP . Suite 3100 717 North, Harwood Street . . Dallas, TX 75201-6585 February 2, 2007, Audit Committee "City. of penton, TexaS Ladies and Gentlemen: We have. audited. th~ fin~ncial- state,ments . .of _City _of. _Den~on,: Texas. (t~e <;:ity),. :.fo~ the :year ended., September 30, 2006, and have issued our report thereon 'dated February 2, 2007.. In planning and . performin,g, our audit of the- financial- statements. .of- the City-, -we c-onsidered intenial c.ontrol, in order. to ~etermine, ou.r :auditing :procedures for the purpose of ,expr~ssiJ;lg. OQ.,f opinion on th~ financi~. stateI:I1ents. , An . audit' does not include examining, the effectiveness of .internal control and does not provide assurance on. iilternal- control. 'We .have. not .considere4 ,internal :control since the date. of our report. . -, -- -. , ,. ,- -- -. ,. .- During our 'aiJ-dit, 'we 'noted certain -matter.s invo]viilg.intemal control and. other operational ,matters that are "prese~ted. ,for. y()ur consideration~The.se ,.c~~,e~ts and reconune~datio.ns". .~)] ,of ,whi,ch have b,ee~ discussed with the appropriate members of'maoagerilent, are intended-to impro've internal control or result in other operating.effic-iencies,and are summarized: as -follows: Journal Entry Approval' Observation - - It. wa's noted iil 5. of -30 jourrial entries- selected' for testing there .was- no secondary -approval. as -required -by City, policy. .The lack, of proper approy~l could lead to, improp~r j~~ma~ .e~~ies "eing :posted in' the. sys~em thus generating incorrect financial information. Recommendation We recomine_nd the.City reemphasize. its policy that all manual journal eritri~s require secondary approval. Ma1!-agement's Respon~e , . Manage~~nt. ~as implemented _this_ recomrnendation~ In ~anuary 2007, a communic.ation .was sen~ to. all "staff initiating journal entries, emphasizing their responsibility to insure all journal entries are : reviewed and approved ,by their respecti ve- supervis-o~s. This' emaiI .also ,brought to the: -attention of. superVi~ors: their responsibility to approve journal entries. KPMG LLp, a u.s. limited lJabillty partnership, is the U.S. member - firm of KPMG International,_ a Swiss. cooperative. ' IJIIJ Audit Connnittee " City- of Denton, :Texas Februal)' , 2" : 2,007 Page 2 Lo-gical Security. Observatio'n . .., .- .., -- . ,. ., . ... . . . . . . . .. . .. .the 'control testing in the 'IT environment identified' some issues that management should apply focus to __ -improv~ t.he con~ols for ~ogical security. . . . . ., .. " ,. -, '" - '. "The~e' is: no formal ,review process- to -inspect the' users 'on .the Novell network and the JD' Edwards and H~is applicati,O~s. Th~se syst~Dls _provid~- access ~o financi~I. qata. fOf tbe- City- of Dent.on.._ · . "The passworQ ,restrictions- for. the :environment. are li~te4 and ,notconsist~n~:'for. all- applications.. . . The.Novell network passwords require a minimum password length of five characters and changes. in. passwot;"ds. every: 180 days-. - JDE inherits the: ,Saine 'password. settings (single sign'-on); however, the - Harris application is configure.d, t9 have a ,minimum length _of 4 a~d ,no age on, the passwords.., · Terminated employees ,are active on the Novell. System., It .was. _noted 21 <?f 261. t~r~natect .empibyees:- .from 2006 had:- active user IDs :in NavelI'. 'The :Novell ID provides access to the :application.s -(particularly JDEwith:single:sign-:-on)~. ., ." -- · ,D_ser ,acces,s Jorms d.id _D'ot consistently -have the proper -approval. Five of the- forms- tested .did 'not ,~ave the,.docutr1e~ted appr9val. ,Approvalisrequired..prior to access, to. the Ir systems._ It w~snoted that the .users _were authorized'; howevet" the documentation was not readily available,. - Recommendation To address, the items noted'above, we,recommerid management consider the following: . , - .. .. . .. .- -. ,. . " -. · Implement a for~al revie"Y proc~ss to id~nt~fy users ,~nd their_ access rights o~ :the systems, at .least -annually, and, inspect the' u.sers. for accuracy - in access ".- .Strengthen:-the' password controls for all-key. systems and 'document.a consistent-password policy fof' the IT -environment · Evaluate the ,pr<?ces~ for notifying IT_ _of _termi~ate.d ,.employe.es to' ,en,sure that_ -notifica:tions 'ar~ provided'timely from H-R or the appropria~e ~anag~rs.,and the ~ccess is disabled" -. Retain copies- of all-completed access'request forms. along with the appropriate authorizations for a sp:ecified period -of time Management's.Response -W.ben software is 'upgraded, the -listirigs 'of:users and- associated 'acces's .are -distributed to'the appropriate- department to validate, access. The pro_cedure will be upgraded :to:' require, the. .department ,Dir~ctots_ to. -review and, confirm. this listing for - their respective departments on an' annual basis and to- document ,this appro-va~. Periodically ~ a separate :exaniination will' -be' performed. to' 'validate' . the- users for accuracy' in:- access,.. The, password ,policy has:, be~n. written and, will _he :applied consist~.~tly ror. all appIicati OI1S. - Staff , will'contiilue to utilize the 'existing physical system access controls to augment the logical con~ols.. -- AUQit Committee ,- City 'of Denton, Texas Febl1l:ary_ 2,- 2007 . Page 3 ,. .. -- . -. ,. ,. . .. . ,. ,. ... .. . , , . , . The termination report process will be changed to distribute one report to User Support and one to the " Chief- Tee-hnol ogy Officer.. Additionally, the' establishment 'of One Day - Stop will' transfer systenl-access' to t~e, ~R depattmeQt, thereby allowing, t~em to' check and-suspepd:- system_ acc~ss: as- emp,loyment .statu~ changes within the, HR Informatio'n Management system. Copies of access request forms ~e kept in an ,. electronic- format, via e~mail,.they will be printed outand retain.ed. in- a hard-copy book.' " . Change .Maria'gement - Policy : ,Observation ., " . . ,. ..- . . It was. noted that t~e' chang.e management. policies, and- procedures are. not documented - to indicate .the' controls.~~.d pro~ess fo~ a~thorizin_g, -docufi1enting, testing,_ approving:_and imp~ementing- changes -into the, IT environments.. The City follows a proc~ss howeyer, it is 110t documented.. Turnover in employees, emergency fixes, or changes in key applications may require the City to decide ..how a change. should be addressed. 'Without' refere'ilce, a change may not recei've the proper approvals, testing- or ,documentati9D as ~xpected :by man a ge:ment., :An i,mproperly. handled. charig~, could adversely" -affect the production o.perating environment and financial results. Recommendation , . . ,- - . . . . . . . . . . . . . . .. . . , . ' - We recommel)d that management fo~rna11y document change ma}Jagement. policies _~nd ,procedu~es. Management's: Response Change management procedure will he documel?ted. OUf - audit procedures :are d~signed primarily _to- e-nable. us' to form: an opinion: - on the. financial. statements, and t.herefore may not bring- to light all weakn~sses in p~licies or pr<?c.edures t~at may exist. We aim, :however;' to 'use our-knowledge of the City's organiz:ation gaihed-duririg.o'ur work to make comments and:' s~ggestions th,at- we_hop_e- will be useful ~o you. We, would be pleased. to discuss' these- coinments and reconlmendati ons :with YOU: ,at .an.y - time. . *'*,****-*. This report is intended solely for'the information arid' use -of the audit conunittee, Mayor and City's management, : and federal and st3:te awarding _ agencies and . is- not intende.d to' be and should- not be, used by anyone other than these specified parties. Very truly yours, KPIt4..G LL-P AGENDA INFORMATION SHEET AGENDA DATE: March 6, 2007 DEPARTMENT: Economic Development CM: George C. Campbell ~ SUBJECT Receive a report, hold a discussion and give staff direction regarding a Downtown Incentive Reimbursement Grant Program. BACKGROUND At the October 11, 2006, meeting of the Downtown Task Force (DTTF), members discussed creating an incentive program to promote desired development/redevelopment in Downtown. The discussion included developing two programs: one associated with funds generated from a Tax Increment Financing (TIF) District and a second program associated with funds allocated by the Denton City Council, otherwise known as the Downtown Incentive Reimbursement Grant Program. TIF revenues may be used for project costs that could include the acquisition, construction or improvement to enhance or develop new and existing pubic buildings and other public improvements, such as water and sewer facilities, flood and drainage facilities, and streets and street lights. Recommended boundary lines have been defined for the TIF District, and financing and project plans must be developed. Staff will return to City Council later this year with the proposed boundary and financing and project plans so that a TIF can be established in calendar year 2007. The attached draft Downtown Incentive Reimbursement Grant Program would address a variety of special issues associated with projects located in historic Downtown Denton. Staff presented a draft of the program at the December 13,2006, meeting of the Downtown Task Force. At that meeting, revisions to the draft were suggested that included raising the minimum grant amount from $40,000 to $50,000. At the February 14,2007 meeting of the DTTF, the group unanimously recommended the policy by a vote of 7-0. The DTTF also recommended that Council fund the program by allocating $250,000 in the first year, with subsequent years' allocation being adequate to ensure a minimum of $250,000 in the incentive policy account at the beginning of each fiscal year. Staff researched incentive policies from several Texas cities - Georgetown, Waco, Lewisville, Fort Worth, Dallas, Houston and Bryan-College Station. The draft policy is very similar to Georgetown's policy. Key elements of the draft policy are: . Grant funds are a 50:50 match and are reimbursed upon receiving proof of expenditure and completion of work. - 1 - . Certain redevelopment activities are eligible for grant funds. o Fa<;ade Rehabilitation o New Awnings and Signs o Impact Fee Reimbursement o Utility Upgrades . An applicant is defined as an eligible property within the Downtown Central Business District. A single owner of multiple properties may apply for grant funds for each property but may not receive more than $50,000 per property. . Projects would be considered based on: o Compliance with current building standards o Perceived need for proposed renovations and historical accuracy o Design quality o Compatibility of design in relation to other buildings o Project compatibility with streetscape objectives o Project compatibility in relation to Downtown Development goals o Proximity to Courthouse-on-the-Square . A process for project review, recommendation and approval are defined. o City staff review o Downtown Task Force review and recommendation o Economic Development Partnership Board review and recommendation o City Council review and approval FISCAL IMPACT Adoption of this policy would require funding consideration each year during the budget process. If funded at the recommended level, the first year would require $250,000 and subsequent years would replenish the fund level back to the original $250,000. The DTTF recommended this amount based on the assumption that five projects could be funded at the maximum level. Actual funding would be determined with the adoption of the annual budget. PRIOR ACTION The Economic Development Partnership Board reviewed the draft policy and recommended it be forwarded to the City Council for consideration (5-0). EXHIBITS Draft Downtown Incentive Reimbursement Grant Program Respectfully submitted: Linda Ratliff, Director Economic Development Department - 2 - !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ .. DOWNTOWN INCENTIVE REIMBURSEMENT GRANT PROGRAM Application Instructions If you have any application questions, please contact the Downtown Development office at 940-349- 7731. If you have any building or sign permit/historic preservation questions, please contact the Historic Preservation Officer at 940-349-7732. The City of Denton Downtown Development Department works to revitalize and enhance the unique character of Downtown through historic preservation and community involvement, while at the same time promoting Downtown, providing educational and technical assistance to business and property owners, and maintaining the beauty of Denton. As an economic incentive, the City of Denton Downtown Development Department has designed the following incentive reimbursement grant program. PROGRAM DETAILS (please read carefullv): The Downtown Incentive Reimbursement Grant Program is set up as a single payment reimbursement to property owners per building/business, and in some situations, tenants. Reimbursement grants are available for the following types of projects: . Fa~ade Rehabilitation a. Definition: Removing slipcovers or non-historic/added facades, repointing brick or replacing mortar joints, replacing or restoring cornices, removing paint from brick, replacing windows, restoring transom windows, roof and foundation work. b. Limits: 1. 50/50% matching basis with a cap of $50,000 per grant ($100,000+ total project cost) for fa9ade, roof and foundation work. Roof and foundation repair may constitute no more than 50% of minimum threshold amount and shall only be considered for funding if included as a portion of a larger project. 11. 50/50% matching basis with a cap of $5,000 per grant ($10,000+ total project cost) for paint-only grants . N ew Awnings & Signs a. Definition: Replacing, adding or repaIrIng awnings & signs. Signs may include signboards, projecting signs and pedestrian signage (includes window sign, hanging sign and awning/canopy sign). b. Limits: 1. 50/50% matching basis with a cap of $5,000 per grant ($10,000+ total project cost) for awning work 11. 50/50% matching basis with a cap of $500 per grant ($1000+ total project cost) for signage 1 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ .. PROGRAM DETAILS (continued) . Impact Fee Reimbursement a. Definition: Reimbursement for City of Denton water and wastewater impact fees b. Limits: 1. 50/50% matching basis with a cap of $50,000 per grant ($100,000+ total project cost)) . Utility Upgrades a. Definition: Upgrades to water, wastewater and electrical serVIce, includes interior upgrades as well as exterior service upgrades b. Limits: 1. 50/50% matching basis with a cap of $50,000 per grant ($100,000+ total project cost) GRANT GUIDELINES (olease read carefullv): 1. Fa<;ade rehabilitation grant funds are available for exterior work on building facades that immediately overlook public streets located in the Main Street Area as defined in the Downtown Master Plan (see attached map), as well as roof and foundation work on commercial buildings in that district. 2. Grants are on a first-come, first-served basis until Council-allocated funds are depleted, or until the program ends, whichever comes first. 3. No grants will be awarded for work that has already been completed or for work that is covered by insurance. Incentive grant applications must be submitted before requests for building permits. 4. All grants will be awarded on a reimbursement basis once completed work has been verified by City staff as compliant with the plans proposed in the approved application. Any deviation from the approved grant project may result in the total or partial withdrawal of the grant. 5. All submitted work will be reviewed based on the Secretary of the Interior's Standards for Rehabilitation (see page 8) and the City of Denton Property Appearance Guidelines (available from the Downtown Development office). The Denton Downtown Task Force (DTTF) and the Economic Development Partnership Board (EDPB) will review submitted work and make a recommendation to the Denton City Council. Approval from the City Council must be obtained before any eligible work may begin. 6. Grant applications and awards can be made in any of the reimbursable activities listed above and may be combined for any single property or project. However" the maximum award amount available annuallv uer auulicant is $50,,000. 2 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ .. 7. An applicant is defined as an eligible property within the Denton Central Business District. A single owner of multiple properties may apply for grant funds for each property owned but may not receive more than $50,000 per property. 8. Projects will be reviewed with the following considerations in mind: . project compliance with all current building standards, . perceived need for proposed renovations to building, historical accuracy of proposed renovations, . design quality of the proposed renovations, . compatibility of design in relation to other buildings, . project compatibility with streetscape objectives, . project compatibility in relation to downtown development goals at time of application, . proximity to Courthouse-on-the-Square. 3 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ .. GRANT ApPLICATION PROCESS 1. Determine eligibility: Discuss project plans with Downtown Project Coordinator and set up an appointment for free assistance in selecting paint, fabrics, color schemes and sign materials for building fa9ade and signs through the Texas Main Street Center's Architectural Assistance Program. The Property Appearance Guidelines should be a reference guide when making any design improvements to properties in the Central Business District. The Property Appearance Guidelines are available from the Downtown Development office at 215 E. McKinney, Denton, TX 76201. 2. Fill out incentive reimbursement grant application form and sign the agreement form. All grant applications must include a scale drawing by the Texas Main Street Architect, the project architect or contractor of all the proposed grant work to be done. Color samples of all final paint selections and/or final fabric or sign material selections must be included with the application to be reviewed by the Downtown Task Force (DTTF), the Economic Development Partnership Board (EDPB) and approved / rejected by the Denton City Council. Obtain itemized written work estimates on all project work from contractors or project architects. Self-contracted work will be reimbursed for actual legitimate expenses, excluding labor. 3. Return the completed application form with all original itemized work estimates, color samples, drawings and example sign material of the proposed work to the Downtown Development office at 215 E. McKinney no later than 5 p.m. the Monday prior to the 1 st Wednesday of each month. 4. The approval process will include without limitation the following: (a) All projects must meet current building standards and codes, as well as building permit requirements. (b) The DTTF meets the 2nd Wednesday of each month at 9:00 AM and all applicants are required to attend and present their grant reimbursement project to the DTTF for review and recommendation to the EDPB. (c) The EDPB meets the 3rd Monday of each month at 11 :30 AM and will review submitted applications along with the DTTF's recommendation. The EDPB will then make a recommendation to the Denton City Council for the project's approval/rejection. (d) The Denton City Council has the final discretion with regard to funding and reserves the right to modify or reject any project or elements of any project. (e) The Denton City Council will receive recommendations from the DTTF and EDPB. The DTTF and EDPB recommendations shall be advisory only and no recommendation shall be binding on the Denton City Council. (f) The Denton City Council shall consider only Applications which have been properly and fully completed and which contain all information required in the Application or requested by any committee, board or the Denton City Council. (g) All construction bids submitted by an Applicant must be current and must be dated no earlier than ninety (90) days prior to the Application request. Bids shall be submitted on the contractor's or project architect's letterhead and shall contain the contractor' name, address, telephone number 4 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ .. and shall itemize the bid in a manner that allows the DTTF, EDPB and Denton City Council to determine the bid components and authenticity of the bid. (h) An Applicant who submits an Application that was denied a grant by the Denton City Council shall not be eligible to re-submit a grant application for six (6) months from the date the prior Application was declined by the Denton City Council. (i) Applicants receiving approval by the Denton City Council shall commence construction described within the Application within ninety (90) days from the date the grant is awarded by the Denton City Council. All Applicants must complete the construction described in the Application within one (1) year from the date the grant is approved by the Denton City Council. If the Applicant is unable to commence construction within ninety (90) days from the date the grant is approved or complete construction within one (1) year from the date the grant is approved, the Applicant may submit a written request for an extension for the commencement date or completion date provided the extension request is made prior to the ninety (90) day or one (1) year time limit. The Denton City Council shall not be obligated to allow extensions but may do so for good cause determined solely by the Denton City Council. The extensions, if granted, shall be for the term and for the conditions determined exclusively by the Denton City Council. An extension denial cannot be appealed and shall be final with the Denton City Council. (j) As a condition of this grant Application, the Applicant consents and shall allow the Downtown Development staff to request City inspections to determine that the grant, if awarded, will not be used for construction on any building that is not in compliance with the City Municipal Codes and Ordinances that are applicable to the construction contemplated in the application. (k) The Denton City Council shall have sole discretion in awarding grants. The Denton City Council shall award grants considering the grant amount requested, grant funds available, the guidelines of the grant program, condition of the building in which the grant funds will be used, economic impact, other grant requests, the type and nature of the construction, and the proposed construction results considering the grant program.. (1) No Applicant has a proprietary right to receive grant funds. The Denton City Council shall consider any Application within its discretionary authority to determine what grant amount would be in the best interest of the Grant program. The review criteria may include, but shall not be limited to, project compliance with all current building standards, perceived need for proposed renovations to building, historical accuracy of proposed renovations, design quality of the proposed renovations, the compatibility of design in relation to other buildings, project compatibility with streetscape objectives and project compatibility in relation to downtown development goals at time of application. (m) The Applicant shall be required to furnish photographs of the building's exterior, roof and foundation as part of the Application request and shall provide photographs after the construction is completed, as a condition of final grant reimbursement. (n) The Applicant is required to obtain all applicable City permits and City approvals required for the construction if a grant is awarded. 5 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ .. (0) No Applicant, nor Applicant agent, representative or tenant shall be entitled to receive grant approval on the same property if requested within three (3) years from the date a previous grant was awarded by the Denton City Council. (P) An Applicant must attend DTTF, EDPB and Denton City Council meetings which consider the Application. Failure to attend a meeting when required shall be cause for rejection of the Application. 5. Reimbursement: When the entire grant project has been satisfactorily completed and reviewed, the applicant shall present the Downtown Development office with copies of all paid invoices, including copies of cancelled checks and/or credit card receipts, for a single payment reimbursement of the approved funding. 6 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ .. REHABILITATION TIPS . Roof, foundation and structural items should be given priority over cosmetic improvements. . Carefully examine old buildings for termites, wood rot and general deterioration. . When repairing a building, do not cut expenses on the roof or the foundation. . Be aware of areas on the roof and at connecting walls where water does not readily drain. Flashing should be installed at intersections to prevent leakage. . Carefully locate air conditioning units to avoid water condensations on the sides of buildings. Condensing units should be supported from the masonry walls and not placed directly on the roof. . The top brick cornices that project above the roof deteriorate rapidly unless they are capped with metal, terra cotta, stone or concrete. . When mortar is missing or in poor repair, moisture will enter the walls and eventually may cause structural damage. Deteriorated mortar should be removed to a depth of at least three-fourths of an inch and replaced with new mortar that matches the old in color, texture and striking of the joint. . Do not sandblast. Chemicals and/or water can remove dirt and paint without damaging the surface of the building. . Do not paint too often; many times a building only needs mild washing. . If the building has stone or brick that has never been painted, do not create a maintenance problem by painting it. . Existing architectural details, including old wood doors, windows, ceilings, and trim work add to the character of a building and its resale value. Repair these features rather than remove them. . Wood windows are reasonable to repair, if a specialist in window repair can be found. If the windows are missing, custom-made windows can be ordered for replacement in old buildings. . Pressed metal ceiling panels are still being manufactured today with some of the same patterns installed originally. Deteriorated panels, therefore, can be replaced exactly. . Do not use aluminum siding. It can hide water penetration into the walls and accelerate deterioration. . Before rehabilitating a building fa9ade, take a careful look at the structural aspects of the building. Develop a design that is compatible with neighboring buildings. . Retain a sense of continuity by carrying exterior building design inside the structure. . Demand quality. 7 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ .. SECRETARY OF INTERIOR'S STANDARDS FOR REHABILITATION All Downtown Incentive Reimbursement Grant applications will be reviewed by the DTTF and EDPB and approved by the Denton City Council for design appropriateness. The DTTF, EDPB and Denton City Council will maintain an awareness of the Standards of Rehabilitation as follows: 1. Every reasonable effort shall be made to provide a compatible use for a property which requires minimal alteration of the building, structure or site and its environment, or to use a property for its original intended purpose. 2. The distinguishing original qualities or character of a building, structure, or site and its environment shall not be destroyed. The removal or alteration of any historic material or distinctive architectural features will disqualify any building from this program. 3. All building, structures, and sites shall be recognized as products of their own time. Alterations that have no historical basis and which seek to create an earlier appearance shall be discouraged and may disqualify any building from this program. 4. Changes which may have taken place in the course of time are evidence of the history and development of a building, structure, or site and its environment. These changes may have acquired significance in their own right, and this significance may be recognized and respected. 5. Deteriorated architectural features shall be repaired rather than replaced, wherever possible. In the event replacement is necessary, the new material should match the material being replaced in composition, design, color, texture and other visual qualities. 6. The surface cleaning of structures shall be undertaken with the gentlest means possible. Sandblasting and other cleaning methods that will change or damage the historic building materials shall not be undertaken. 7. Contemporary design for alteration and additions to existing properties shall not be discouraged when such alterations and additions do not destroy significant historical, architectural or cultural materials, and such design is compatible with the size, scale, color, material, and character of the property, neighborhood, or environment. 8. Whenever possible, new additions or alterations to structures shall be done in such a manner that if such addition or alterations were to be removed in the future, the essential form and integrity of the structure would be unimpaired. New additions should be compatible to the present structure. 8 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ DEADLINE: Monday prior to the 1st Wednesday of each month .. Date Received: DOWNTOWN INCENTIVE REIMBURSEMENT GRANT PROGRAM CHECKLIST Use this form as a checklist to follow all steps needed to complete the Downtown Incentive Reimbursement Grant Program application to receive approval. o Meet with Downtown Project Coordinator to determine eligibility and to walk through Downtown Incentive Reimbursement Grant and instructions, and to possibly set up appointment for free assistance from the Texas Main Street Center's Architectural Assistance Program. o Meet with the City's Historic Preservation Officer (940-349-7732) if any work may involve receiving a building or sign permit or dealing with historic preservation issues. o Complete the Downtown Incentive Reimbursement Grant application form and sign agreement form. Include the following required attachments: scale drawing by the Texas Main Street Architect, the project architect or contractor of all the proposed grant work to be done including signage renderings, color samples of all final paint selections and/or final fabric or sign material selections, photographs of building's exterior, roof and foundation. o Return completed application and agreement form with required attachments no later than 5p.m. on the Monday prior to the 1 st Wednesday of the month to the Downtown Project Coordinator to be added to the next DTTF meeting agenda. o Attend and present Downtown Incentive Reimbursement Grant application project to DTTF and EDPB for their recommendation to the Denton City Council. o Receive project recommendation of proposed work listed on grant application. Get signatures and recommendation status of the chairs of the DTTF and EDPB on last page of application form. o Return all paperwork to Downtown Project Coordinator to be scheduled for a future Denton City Council meeting. o Attend Denton City Council meeting where staff will present Downtown Incentive Reimbursement Grant application project to the Denton City Council for their approval. o If approved, Downtown Incentive Reimbursement Grant project construction may commence. Work must commence within ninety (90) days of approval from Denton City Council and be completed within one year. o Upon completion of Downtown Incentive Reimbursement Grant project, furnish photographs of the building's exterior, roof and foundation; copies of all paid invoices, including copies of cancelled checks and/or credit card receipts, to receive a single payment reimbursement of the approved funding. 9 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ .. DOWNTOWN INCENTIVE REIMBURSEMENT GRANT PROGRAM ApPLICATION Please return completed with necessary attachments and signature to Downtown Development office, 215 E. McKinney no later than 5 p.m. on the Monday prior to the 1st Wednesday of each month. If you have any application questions, please contact the Downtown Project Coordinator at 940-349-7731. If you have any building or sign permit/historic preservation questions, please contact the Historic Preservation Officer at 940-349-7732. . Applicant Name . Business Name Date . Mailing Address . Contact Phone Email Address . Building Owner (if different from applicant) . Historical/Current Building Name . Physical Building Address . Type of Work: (check all that apply) _ Fa<;ade Rehabilitation _ Fa<;ade - Paint-only _ Awnings _ Utility Upgrade _ Signage _ Impact Fee . Details of Planned Improvements for Downtown Incentive Reimbursement Grant: (attach additional paper ifnecessary) List Contractor/Project architect Proposals and Total Amounts (please attach original proposals): 1. 2. . TOTAL COST OF PROPOSED PROJECT: . AMOUNT OF GRANT REQUESTED (500/0 OF TOTAL COST ABOVE): Attach with all required color samples ofpaint, awning/canopy, sign design, etc., as well as photographs of building's exterior facade, roof and foundation. Applicant's Signature Date 10 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc !>. ~ .?/.~-;. . .~... u.. ~ ~ f '<1 ~ %~ ~-. \ I ~ w .~ ~ .{o'.." ~ .. DOWNTOWN INCENTIVE REIMBURSEMENT GRANT AGREEMENT FORM Please return completed with necessary attachments and signature to Downtown Development office, 215 E. McKinney no later than 5 p.m. on the Monday prior to the 1st Wednesday of each month. If you have any application questions, please contact the Downtown Project Coordinator at 940-349-7731. If you have any building or sign permit/historic preservation questions, please contact the Historic Preservation Officer at 940-349-7732. I have met with the Downtown Project Coordinator, and I fully understand the Downtown Incentive Reimbursement Grant Procedures and Details established by the Denton City Council. I intend to use this grant program for the aforementioned renovation projects to forward the efforts of revitalization and historic preservation of Denton's historic downtown. I have not received, nor will I receive insurance monies for this revitalization proj ect. I have read the Downtown Incentive Reimbursement Grant Application Procedures including the Downtown Incentive Reimbursement Grant Details. I understand that if I am awarded a Downtown Incentive Reimbursement Grant by the Denton City Council, any deviation from the approved project may result in the partial or total withdrawal of the Downtown Incentive Reimbursement Grant. If I am awarded a reimbursement grant for fa9ade, awning or sign work and the fa9ade, sign or awning is altered for any reason within one (1) year from construction, I may be required to reimburse the City of Denton immediately for the full amount of the Downtown Incentive Reimbursement Grant. Business/Organization Name Applicant's Signature Printed Name Date Building Owner's Signature (if different from applicant) Printed Name Date DTTF Signature (obtain signature at DTTF meeting) Recommendation Date EDPB Signature (obtain signature at EDPB meeting) Recommendation Date 11 of 11 DRAFT S:\Incentive Program\Downtown Incentive Grant Program Application.doc AGENDA INFORMATION SHEET AGENDA DATE: March 6, 2007 DEP ARTMENT: City Manager's Office CM/DCM/ACM: George C. Campbell, City Manager SUBJECT: Consider approval of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas and the Denton Parks Foundation to assist with preparation for the 2007 Cinco de Mayo celebration; providing for the expenditure of funds therefore; and providing for an effective date. BACKGROUND: Mayor Perry McNeill has made a request for the expenditure of $250 to the Denton Parks Foundation. Per the contract, the funds are to be used by the Denton Parks Foundation to help with the preparation for the 2007 Cinco de Mayo celebration. Funds will be distributed with appropriate receipts upon the approval of the ordinance by the City Council. FISCAL INFORMATION Funding for the contract will come from Mayor McNeill's contingency fund account. Respectfully submitted: tS" ~--~ L _. , _.J- I - George C. Campbell City Manager Prepared by: Linda Holley Executive Assistant S :\Our Documents\Ordinances\07\Cinco de Mayo Ordinance.doc ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING AN AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND DENTON PARKS FOUNDATION TO ASSIST WITH PREPARATION FOR THE 2007 CINCO DE MAYO CELEBRATION; PROVIDING FOR THE EXPENDITURE OF FUNDS; AND PROVIDING FOR AN EFFECTNE DATE~ WHEREAS, the Denton Parks Foundation, a Texas non-profit corporation, (the "Organization") provides assistance to the Cinco de Mayo Committee for the cost of entertainment, decorations, promotions, and! or children's activities for the Annual Cinco De Mayo Celebration (the "Program"); and WHEREAS, the Organization and the City of Denton desire to enter into an agreement to provide for the continuance of the Program which agreement is substantially in the same form as the agreement attached hereto and made a part hereofby reference (the "Agreement"); and WHEREAS, the City Council of the City of Denton hereby fmds that the Agreement between the City and the Organization attached hereto and made a part hereofby reference serve a municipal and public purpose and the Agreement is in the public interest; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings set forth in the preamble of this ordinance are incorporated by reference into the body of this ordinance as if fully set forth herein. SECTION 2~ The City Manager, or his designee, is hereby authorized to execute the Agreement and to carry out the duties and responsibilities of the City under the Public Service Agreement, including the expenditure of funds as provided in the Public Agreement SECTION 3~ This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2007. PERRY R. McNEILL, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: EDWIN M~ SNYDER, CITY ATTORNEY BY: Page 2 S :\Our Documen ts\Con tracts\01\Den ton Parks Foundation 2007.doc SERVICE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND DENTON PARKS FOUNDATION This Agreement is hereby entered into by and between the City of Denton, Texas, a Home Rule Municipal Corporation, hereinafter referred to as "CityU, and Denton Parks Foundation, a Texas Non-Profit Corporation, hereinafter referred to as "Denton Parks Foundation": WHEREAS, City has determined that the proposal for services merits assistance and can provide needed services to citizens of City and has provided funds in its budget for the purpose of paying for contractual services; and WHEREAS, this Agreement serves a valid municipal and public purpose and is in the public in terest; NOW, THEREFORE, the parties hereto mutually agree as follows: I. SCOPE OF SERVICES Denton Parks Foundation shall in a satisfactory and proper manner perform the following tasks, for which the monies provided by City may be used: The funds being provided shall be used by Denton Parks Foundation to assist with the costs of entertainment, decorations, promotions and/or children's activities for the 2007 Cinco de Mayo Celebration.. II~ OBLIGATIONS OF DENTON P ARKS FOUNDATION In consideration of the receipt of funds from City, Denton Parks Foundation agrees to the following terms and conditions: A. Two Hundred Fifty Dollars and nollOO ($250.00) shall be paid to Denton Parks Foundation by City to be utilized for the purposes set forth in Article I. B~ Denton Parks Foundation will maintain adequate records to establish that the City funds are used for the purposes authorized by this Agreement. c. Denton Parks Foundation will permit authorized officials of City to review its books at any time. D. Upon request, Denton Parks Foundation will provide to City its By Laws and any of its rules and regulations that may be relevant to this Agreement E. Denton Parks Foundation will not enter into any contracts that would encumber City funds for a period that would extend beyond the term of this Agreement. F. Denton Parks Foundation will appoint a representative who will be available to meet with City officials when requested~ G. Denton Parks Foundation will submit to City copies of year.end audited financial statements. III~ TIME OF PERFORMANCE The services funded by City shall be undertaken and completed by Organization within the following time frame: The term of this Agreement shall commence on the effective date and terminate September 30, 2007, unless the contract is sooner terminated under Section VII nSuspension or Termination" . N. PAYMENTS A. PAYMENTS TO DENTON PARKS FOUNDATION. City shall pay to Denton Parks Foundation the sum specified in Article II after the effective date of this Agreement. B~ EXCESS PAYMENT~ Denton Parks Foundation shall refund to City within ten (10) working days of City's request, any sum of money which has been paid by City and which City at any time thereafter determines: 1) has resulted in overpayment to Denton Parks Foundation; or 2) has not been spent strictly in accordance with the terms of this Agreement; or 3) is not supported by adequate documentation to fully justify the expenditure. v. EVALUATION Denton Parks Foundation agrees to participate in an implementation and maintenance system whereby the services can be continuously monitored. Denton Parks Foundation agrees to make available its financial records for review by City at City's discretion. In addition, Denton Parks Foundation agrees to provide City the following data and reports, or copies thereof: A. All external or internal audits. Denton Parks Foundation shall submit a copy of the annual independent audit to City within ten (10) days of receipt B. All external or internal evaluation reports~ c~ An explanation of any major changes in program services. D. To comply with this section, Denton Parks Foundation agrees to maintain records that will provide accurate, current, separate, and complete disclosure of the status of funds received and the Page 2 of7 services performed under this Agreement The record system of Denton Parks Foundation shall contain sufficient documentation to provide in detail full support and justification for each expenditure. Denton Parks Foundation agrees to retain all books, records, documents, reports, and written accounting procedures pertaining to the services provided and expenditure of funds under this Agreement for five years.. E. Nothing in the above subsections shall be construed to relieve Denton Parks Foundation of responsibility for retaining accurate and current records that clearly reflect the level and benefit of services provided under this Agreement~ VI~ DIRECTORS' MEETINGS During the term of this Agreement, Denton Parks Foundation shall deliver to City copies of all notices of meetings of its Board of Directors, setting forth the time and place thereof wherein this program is a part of the subject matter of the meeting~ Such notice shall be delivered to City in a timely manner to give adequate notice, and shall include an agenda and a brief description of the matters to be discussed~ Denton Parks Foundation understands and agrees that City's representatives shall be afforded access to all meetings of its Board ofDirectors~ Minutes of all meetings of Denton Parks Foundation' governing body shall be available to City within ten (10) working days of approvaL Vll. TERMINATION The City may terminate this Agreement for cause if Denton Parks Foundation violates any covenants, agreements, or guarantees of this Agreement, the Denton Parks Foundation's insolvency or filing ofbankruptcy, dissolution, or receivership, or the Denton Parks Foundationt violation of any law or regulation to which it is bound under the terms of this Agreement The City may terminate this Agreement for other reasons not specifically enumerated in this paragraph. Vill. EQUAL OPPORTUNITY AND COMPLIANCE WITH LAWS A. Denton Parks Foundation shall comply with all applicable equal employment opportunity and affirmative action laws or regu]ations~ B~ Denton Parks Foundation will furnish all information and reports requested by City, and will permit access to its books, records, and accounts for purposes of investigation to ascertain compliance with local, State and Federal rules and regulations~ c. In the event of non-compliance by Denton Parks Foundation with the non-discrimination requirements, the Agreement may be canceled, terminated, or suspended in whole or in part, and Denton Parks Foundation may be barred from further contracts with City. Page 3 of7 IX. WARRANTIES Denton Parks Foundation represents and warrants that: A. All information, reports and data heretofore or hereafter requested by City and furnished to City, are complete and accurate as of the date shown on the information, data, or report, and, since that date, have not undergone any significant change without written notice to City. B. Any supporting financial statements heretofore requested by City and furnished to City, are complete, accurate and fairly reflect the financial conditions of Denton Parks Foundation on the date shown on said report, and the results of the operation for the period covered by the report, and that since said data, there has been no material change, adverse or othetwise, in the financial condition of Denton Parks Foundation. c. No litigation or legal proceedings are presently pending or threatened against Denton Parks Foundation~ D. None of the provisions herein contravenes or is in conflict with the authority under which Denton Parks Foundation is doing business or with the provisions of any existing indenture or agreement of Denton Parks Foundation. E. Denton Parks Foundation has the power to enter into this Agreement and accept payments hereunder, and has taken all necessary action to authorize such acceptance under the terms and conditions of this Agreement. F . None of the assets of Denton Parks Foundation are subj ect to any lien or encumbrance of any character, except for current taxes not delinquent, except as shown in the financial statements furnished by Denton Parks Foundation to City. Each of these representations and warranties shall be continuing and shall be deemed to have been repeated by the submission of each request for payment. x. CHANGES AND AMENDMENTS A. Any alterations, additions, or deletions to the terms of this Agreement shall be by written amendment executed by both parties, except when the terms of this Agreement expressly provide that another method shall be used. B. It is understood and agreed by the parties hereto that changes in the State, Federal or local laws or regulations pursuant hereto may occur during the term of this Agreement. Any such modifications are to be automatically incorporated into this Agreement without written amendment hereto, and shall become a part of the Agreement on the effective date specified by the law or regulation. Page 4 of7 c. Denton Parks Foundation shall notify City of any changes in personnel or governing board composition. XI. INDEMNIFICATION To the extent authorized by law, the Denton Parks Foundation agrees to indemnify, hold harmless, and defend the CITY, its officers, agents, and employees from and against any and all claims or suits for injuries, damage, loss, or liability of whatever kind or character, arising out of or in connection with the performance by the Denton Parks Foundation or those services contemplated by this Agreement, including all such claims or causes of action based upon common, constitutional or statutory law, or based, in whole or in part, upon allegations of negligent or intentional acts of Denton Parks Foundation, its officers, employees, agents, subcontractors, licensees and invitees. Xll. CONFLICT OF INTEREST A. Denton Parks Foundiltion covenants that neither it nor any member of its governing body presently has any interest, direct or indirect, which would conflict in any manner or degree with the performance of services required to be performed under this Agreement. Denton Parks Foundation further covenants that in the performance of this Agreement, no person having such interest shall be employed or appointed as a member of its governing body. B. Denton Parks Foundation further covenants that no member of its governing body or its staff, subcontractors or employees shall possess any interest in or use hislher position for a purpose that is or gives the appearance of being motivated by desire for private gain for himself/herself, or others; particularly those with which he/she has family, business, or other ties. c. No officer, member, or employee of City and no member of its governing body who exercises any function or responsibilities in the review or approval ofthe undertaking or carrying out of this Agreement shall participate in any decision relating to the Agreement which affects his personal interest or the interest in any corporation, partnership, or association in which he has direct or indirect interest. xm~ NOTICE Any notice or other written instrument required or permitted to be delivered under the terms of this Agreement shall be deemed to have been delivered, whether actually received or not, when deposited in the United States mail, postage prepaid, registered or certified, return receipt requested, or via hand-delivery or facsimile, addressed to Denton Parks Foundation or City, as the case may be, at the following addresses: Page 5 of7 CITY DENTON PARKS FOUNDATION City of Denton, Texas Attn: City Manager 215 E. McKinney Denton, TX 76201 Fax No. 940.349.8591 Terry Frushour, Treasurer Denton Parks Foundation 321 E. McKinney Denton, TX 76201 Fax No. 940. Either party may change its mailing address by sending notice of change of address to the other at the above address by certified mail, return receipt requested. XN. MISCELLANEOUS A. Denton Parks Foundation shall not transfer, pledge or otherwise assign this Agreement or any interest therein, or any claim arising thereunder to any party or parties, bank, trust company or other financial institution without the prior written approval of City. B. If any provision ofthis Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect and continue to conform to the original intent of both parties hereto. C. In no event shall any payment to Denton Parks F oundation hereunder, or any other act or failure of City to insist in anyone or more instances upon the terms and conditions of this Agreement constitute or be construed in any way to be a waiver by City of any breach of covenant or default which may then or subsequently be committed by Denton Parks Foundation. Neither shall such payment, act, or omission in any manner impair or prejudice any right, power, privilege, or remedy available to City to enforce its rights hereunder, which rights, powers, privileges, or remedies are always specifically preserved. No representative or agent of City may waive the effect of this provlsIon. D. This Agreement, together with referenced exhibits and attachments, constitutes the entire agreement between the parties hereto, and any prior agreement, assertion, statement, understanding, or other commitment occurring during the term of this Agreement, or subsequent thereto, have any legal force or effect whatsoever, unless properly executed in writing, and if appropriate, recorded as an amendment of this Agreement. E. This Agreement shall be interpreted in accordance with the laws of the State of Texas and venue of any litigation concerning this Agreement shall be in a court of competent jurisdiction sitting in Denton County, Texas. Page 6 of7 IN WITNESS WHEREOF, the parties do hereby affix their signatures and enter into this Agreement as of the day of ' 2007. ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: BY: APPROVED AS TO LEGA EDWIN M~ S , CI ATTEST: BY: B Page 7 of7 PERRY R~ McNEILL, MAYOR DENTON PARKS FOUNDATION By~L~L- TE Y FRUSHOUR TREASURER AGENDA INFORMATION SHEET AGENDA DATE: March 6,2007 DEPARTMENT: Materials Management Questions concerning this acquisition may be directed to Sharon Mays 349-8487 ACM: Jon Fortune . SUBJECT Consider adoption of an Ordinance authorizing the City Manager or his designee to execute Change Order Number One (removing the 5% annual cap on the contract's escalation clause) to the contract between the City of Denton, Texas and ABB, Inc.; providing for the expenditure of funds therefor; and providing an effective date (Bid 3282-Change Order No. One to the Three- Year Agreement for Purchase of Medium Voltage Switchgear Buildings). The Public Utilities Board recommends approval (4-0). CHANGE ORDER INFORMATION A detailed explanation of the change order request is included in the attached Public Utilities Board agenda information sheet (Attachment 1). PRIOR ACTIONNIEW (COUNCIL.. BOARDS.. COMMISSIONS) The Public Utilities Board approved this item at its February 26, 2007 meeting. City Council awarded this bid to ABB, Inc. on February 1,2005 (Ordinance 2005-037). RECOMMENDATION Approve Change Order One amending the contract with ABB, Inc. to remove the 5% annual cap on the contract's escalation clause. PRINCIPAL PLACE OF BUSINESS ABB, Inc. Lake Mary, FL ESTIMATED SCHEDULE OF PROJECT The change order would be in effect for the remaining term of the contract. The contract was initially approved for three years, which would be through February 1, 2008 with the option to extend for additional one-year periods if agreed to by both parties with all pricing, terms and conditions remaining the same. Agenda Information Sheet March 6, 2007 Page 2 FISCAL INFORMATION The estimated expenditure for the four buildings is $2,131,696, which will be funded out of amounts budgeted for specific projects under the three project numbers: 600126489 (two buildings), 600821492, and 602099493. Respectfully submitted: ~~~ Tom Shaw, C.P.M., 349-7100 Purchasing Agent Attachment 1: Public Utilities Board Agenda Information Sheet Attachment 2: PPI for Finished Energy Goods as of January 31, 2007 Attachment 3: Wesco Letter Requesting the Amendment Attachment 4: Additional Pictures of the Interior of the Denton North Substation Switchgear Building Attachment 5: Original Unit Prices and 17.2% Change Attachment 6: Proposed Amendment to the Purchase Agreement with ABB Attachment I PUB AGENDA ITEM #1 PUBLIC UTILITIES BOARD AGENDA INFORMATION SHEET AGENDA DATE: January 26, 2006 DEPARTMENT: Utilities Howard Martin, 349-8232 ~ ACM: SUBJECT Consider recommending approval of Amendment # I to the agreement for purchase of substation switchgear and control buildings with ABB, Inc., 655 Century Point, Lake Mary, Florida, to remove the 5% annual cap on the escalation clause and to allow the price to fluctuate with the Producer Price Index referenced in the original agreement. BACKGROUND Distribution substations consist of three distinct categories of structures and equipment. These are the high voltage structures and equipment (69kV or 138kV), the transformer, and the low voltage structures and equipment (13.2kV). Denton Municipal Electric (DME) uses switchgear and control buildings for the low voltage section of all substations. Switchgear buildings provide a climate-controlled environment to house distribution circuit breakers, batteries, protective relays, communication, control, and monitoring equipment and are a compact, low profile alternative to outdoor type distribution substation structures. Figure I below is a picture ofthe switchgear building installed in the Denton North Substation. Figure I AIS - PUB Agenda Item #1 February 26, 2007 Pager 2 of 5 A three-year agreement for purchase of substation switchgear and control buildings from ABB was approved February 1,2005 pursuant to Bid #3282. The building pictured in Figure 1 was purchased from ABB in 2005 under that agreement. The three-year agreement term, with the option to extend for additional years, was specified in the bid because there were several projects in the approved CIP that required purchase of switchgear buildings. These buildings require a large amount of engineering work to produce, both by the manufacturer and by DME. A total of 91 drawings was required to construct the Denton North switchgear building, not counting the drawings that were required to prepare the bid. Clearly, there is advantage in making multiple uses of the time consuming and expensive efforts expended in preparing the initial design and in the refinement of that design that are a normal part of placing any complex system in service. The reduction in engineering effort for subsequent buildings will translate into significant dollar cost savings. There are also operational and maintenance benefits from standardization. In late 2004 when Bid #3282 was advertised, there were some indications that the market was beginning to experience an upward trend in prices for items that contained significant amounts of metals. Because of this apparent upward trend, the bid included an escalation feature whereby the price would be allowed to increase or decrease annually based on movement of the U. S. Department of Labor Producer Price Index for finished energy goods (PPI). The maximum annual change was capped at 5%. This limit, although an arbitrary number, was based on the fact that the market had not been particularly volatile up to the time of the bid. Both DME and ABB agreed at the time of the bid that the 5% limit offered a reasonable window that appeared generous enough to match potential changes in the market over the period of the agreement. That assessment in late 2004 has not proven to be accurate. Examination of the PPI for the period between February 2005 and December 2006 (the most recently published figure) will show that price increases in finished energy goods during the period, which can be traced to increases in raw materials costs, did not follow historical trends and could not have been anticipated when the specification was being finalized in late 2004. The index reached a high point in mid 2006 approximately 31 % above the February 2005 level, a period of less than 18 months. The index is lower than that level at present. A copy of the published PPI for Finished Energy Goods as of January 31, 2007 is included as Exhibit 1. The index was 118.6 in February 2005 and was 139.0 in December 2006, an overall change of 17.2%. The two primary raw materials that are used in the manufacture of switchgear buildings are steel and copper. There have been sizable increases in the prices for these two commodities since the agreement was approved in February of2005, which, in turn, has resulted in a corresponding change in the finished product markets. Overseas purchases of these materials have been the driving factor in demand for copper and steel. As an example, copper was in the range of $2.00 per pound in early 2005. The high in mid 2006 was more than $3.50 per pound. The price is currently in the $2.80 range. Demand for switchgear buildings has also increased to the extent that delivery times have approximately doubled since DME's initial order. Because of the change in raw materials prices, ABB has requested a change in the pricing structure for future orders. ABB approached DME in December 2006 with information supporting a position that the 5% cap contained in the bid did not reasonably represent the increases in raw materials prices. They have presented credible AIS - PUB Agenda Item #1 February 26, 2007 Page 3 of5 information indicating that, because of increased material cost and product demand, current bid prices would be up to 30% above what was quoted in Bid #3282. ABB initially asked for a 22% increase in the original unit prices. After discussions, and because of the terms of the existing agreement, ABB has agreed to accept the relative change in the PPI as the basis for establishing a current price. DME proposes to amend the purchase agreement to eliminate the 5% cap and allow the price to float continually with the PPI. All other terms of the agreement remain in accordance with the original specification. The following items are included to fully define the terms and actions to be taken by each party to the agreement: 1. Continue to use the PPI for finished energy goods as the basis for adjusting the unit prices for future orders using the same calculation methodology as defined in the bid specification. 2. Delete the 5% limit on increases or decreases. 3. Delete the requirement to adjust the price only once annually and allow the unit prices to continually float with the relative change in the PPI. 4. Establish the published PPI for February 2005 of 118.6 as the stated, official starting point for determining the unit prices for future orders. 5. Base unit prices for future orders on the relative change between 118.6 and the most recently published PPI at the time of order entry. The most recent four months of index data is preliminary and subject to adjustment by the Department of Labor. The unit prices shall not be adjusted beyond the date of order entry even if the preliminary PPI is adjusted after that date. 6. Upon approval of the amendment, DME will order four buildings (two for RD Wells, one for Fort Worth Drive, and one for a planned future station to support a major development in the western area of Denton). The unit prices for these four buildings shall be 17.2% above the original bid unit prices in Bid #3282 as approved by the City Council in February 2005. (This is based on the preliminary December 2006 index as published on January 31, 2007, which was 139.0.) 7. ABB will work with DME to establish delivery dates for the four buildings based generally on DME's project needs. DME shall not require any delivery time to be shorter than ABB's current, normal production schedule. 8. DME shall have the option of canceling the order for the fourth building up to a mutually agreed to date between September 2007 and November 2007 without incurring any monetary cost or penalty. To aid in evaluating the reasonableness of the actions proposed by DME, several factors should be considered. The market has changed since February 2005. The influences of the world market have introduced volatility in raw materials prices that could not have been anticipated in late 2004 and early 2005. This is evidenced by the fact that DME offered, and ABB accepted, terms that would not be considered by hardly any vendors today. Therefore, a change in the forward- looking price structure is justified in some measure. AIS - PUB Agenda Item #1 February 26, 2007 Page 4 of5 1. Use of the PPI is a good approach that is independent from either party and takes into account an entire market as a measure. 2. The purchase agreement is not exclusive and can be terminated by either party with 30-day notice. 3. The agreement requires no minimum purchase. DME has a defined need for four buildings at present. 4. The working relationship between ABB and DME on producing the Denton North switchgear building has been excellent. ABB has provided the product as intended by DME with no exceptions. 5. The quality of the product is good. It has been well received by field personnel as an improvement over the buildings previously purchased. 6. DME's goal is to promote positive business relationships that are based on arrangements that are reasonable to both parties and that motivate each to seek continuing mutually beneficial business interaction. 7. Rebidding has a high probability of resulting in prices higher than those proposed in the amendment. 8. Switchgear buildings are highly engineered products that are unique to the needs of each utility. There will be significant internal and manufacturer engineering cost to redesign the extensive internal systems should another vendor be successful. Exhibit 4 contains pictures of areas of the inside of the Denton North switchgear building. These pictures illustrate some of the complexity of the systems contained in switchgear buildings. 9. There will be a field impact from having to operate and maintain multiple designs. Exhibit 5 is a tabulation of the original bid prices and the new unit prices for the standard building that DME plans to use. The bid did include prices for adding or deleting circuit breaker cubicles and breakers and for changing the length of the building in two-foot increments. The reason for this variability was to allow DME to meet the requirements of each project should there be a need for additional circuit breakers or for space for additional protective relay or communications equipment. Exhibit 6 is the proposed amendment. OPTIONS: 1. Recommend approval 2. Reject the proposed amendment and require a new bid for switchgear buildings, delaying critical electric system security related projects that have been in process for several years. 3. Continue negotiating with ABB. RECOMMENDATION: DME recommends approval of the proposed amendment. ESTIMATED SCHEDULE: The schedule for delivery of the switchgear buildings will be arranged with ABB to accommodate project needs. AIS - PUB Agenda Item #1 February 26, 2007 Page 5 of5 PRIOR ACTION/REVIEW (Council, Boards, Commissions): The original agreement was accepted by the PUB in January 2005 and approved by the City Council on February 1,2005. FISCAL INFORMATION: The estimated expenditure for the four buildings is $2,131,696, which will be funded out of amounts budgeted for specific projects under the four project numbers: 600126489,600821492, and 602099493. BID INFORMATION: The unit prices in the original bid were approved by the City Council on February 1,2005. DATE SCHEDULED FOR COUNCIL APPROVAL: March 6, 2007 EXHIBITS: 1. PPI for Finished Energy Goods as of January 31, 2007 2. Wesco Letter Requesting the Amendment 3. Additional Pictures of the Interior of the Denton North Substation Switchgear Building 4. Original Unit Prices and 17.2% Change 5. Proposed Amendment to the Purchase Agreement with ABB Respectfully submitted, ................................................................ .............................................. ................. ............................................. ................. i:!'::::::?!jll',:,;::!!::!!'! iIIii...................................................................... Sharon Mays Director of Electric Utilities Electric Administration Prepared by: ~f:~-' :1:1: Chuck Sears Engineering Administrator Denton Municipal Electric Bureau of Labor Statistics Data Attachment 2 Exhibit 1 u.s. Department of Labor Bureau of Labor Statistics Bureau of Labor Statistics Data www.bls.gov. Advanced Search I A-Z Index BlS Home I Programs & Surveys I Get Detailed Statistics I Glossary I What's New I Find It! In DOL Page 1 of 1 Change Output Options: From:' 1996 To::-2'66'6'... G include graphs NEW! Data e,xtracted on: January 31, 2007 (3:57:40 PM) More Fortnatting Options~' Producer Price Inde,x-Commodities Series Id: WPUSOP3510 Not Seasonally Adjusted Group: Stage of processing Item: Finished energy goods Base Date: 8200 Year Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nav Dee Annual 1996 78.5 77.8 80.1 83.3 84.6 84.7 84.2 84.6 85.3 84.8 84.9 85.7 83.2 1997 86.5 85.2 83.0 81.8 82.2 83.6 83.1 84.2 85.3 83.2 81.9 80.2 83.4 1998 77.5 75.9 74.2 74.7 76.3 77.2 76.9 75.4 75.4 74.6 72.8 70.8 75.1 1999 71.3 70.1 71.2 75.9 77.5 78.6 80.7 83.5 85.8 83.5 83.6 83.6 78.8 2000 83.8 87.5 90.9 89.2 90.9 97.7 97.3 95.9 100.6 99.6 98.9 97.5 94.1 2001 102.2 102.7 99.0 101.6 104.6 103.1 95.6 96.6 99.2 90.0 84.8 80.8 96.7 2002 81.3 81.3 85.0 88.8 88.4 89.8 90.5 91.3 93.0 94.5 91.3 90.7 88.8 2003 95.3 101.7 107.4 100.0 98.9 103.1 103.4 104.7 105.2 103.2 100.4 101.0 102.0 2004 106.0 105.7 107.0 109.5 113.6 112.5 115.4 115.0 115.1 121.1 120.1 114.5 113.0 2005 116.4 118.6 123.8 126.9 125.5 127.4 133.2 137.3 147.0 152.3 140.9 141.9 132.6 2006 145.7 139.1 143.1 149.6 151.9 153.1 155.4 155.0 144.3 136.4 138.0 139.0 145.9 (P) (P) (P) (P) (P) P : Preliminary. All indexes are subject to revision four months after original publication. -F.r.e.q..Y.e.nJ.l.y____A_s_K_e.d"",Q,Y.e_$.t.i..Q.n..s I _Er.e.e.d.o._m._._Q,f...X_nfQ_r.m_.a_tl.Q.n"._A<;.t IC-,Y-s.t-Q,m.e.r.,.S.M-rv.ev Privacy &. Security Statement I Linking to Our Site I Accessibility u.s. Bureau of Labor Statistics Phone: (202) 691- 5200 Postal Square Building Fax-an-demand: (202) 691-6325 2 Massachusetts Ave., NE Do you have a Q.~.t.~____g.l.H~.$,tlQJ1? Washington, DC 20212-0001 Do you have a Technical (web) .question? Do you have Other comments? I1ttp://data. bIs. gOY / cgi - binJsurveymost 1/31/2007 Attachment 3 )~ February 13, 2007 WESCO DISTRlBUfION&M City of Denton Purchasing Department Attn: Karen Smith, A,P,P" Senior Buyer 901-8 Texas St. Denton, TX 76209 RE: Medium Voltage Switchgear Buildings-Price Increase Bid#: 3282 Dear Karen, As you know, beginning in February of 20051 the City of Denton place,d a blanket order on ASS to supply Medium Voltage Power Distribution Center (Switchgear) buildings. Within the agreement was an allowance for a price increase of 50/0 per year, for shipments within 36 months, which relates directly to the Bureau of Labor Statistics (BLS), Producer Price Index (PPI) for Utility Products-Finished Goods. When ASB and the City of Denton entered into this agreement, there was no way of predicting the unforeseen and unprecedented increases in the raw materials market, most notably electrical grade copper. Because of those conditions, the BLS, PPI data indexed from February 2005 (value: 118.6) to preliminary data through December 2006 (value: 139.0) ,shows a 17.2% increase. Moreover, in the last two years, we have c.losely monitored the bid prices that other manufactures have been quoting in North America1 in the open mark,et. With the type of engineered product that the City of Denton is requestingl prices have increased in the, area of 250/0-300/0, Therefore, ABS requests that the 50,,{, cap be waved, allowing ASS to increase the price for the 17.20/0, thus recovering the full BLS increase in the cost of raw materials" We sincerely appreciate your attention to this request and look forward to your response" .',~ '"'""I .'" ..'...... - cerel , Jason Heri WEs~~~~~tri utionl Inc On bee B, Inc. Cc: Chuck Sears Mark Ayars Jim Semian Attachment 4 Exhibit 3 Amendment to Switchgear Building Purchase Agreement 2007 Attachment 5 I Exhibit 4 I Original Unit Prices and 17.20;(. Change DME's Standard ABB Switchgear Building February 27, 2007 Unit Cost Bid Item: Urlfllnal Bid L'osts with Unit Costs Escalation Standard 43' building with one 2000 amp main breaker, one 2000 amp tie breaker, and four 1200 amp feeder breakers (does not include maintenance breakers or freight) $392,628 $460,160 Freight $2,887 $3,384 Spare 2000 amp breaker $8,006 $9,383 Porcelain insulator option $6,256 $7,332 Spare input power bushing $470 $551 Ootional Items Used in a Standard Buildinf!: Substitute 35kV bushings in place of 25kV bushings (4 each) $1,067 $1,251 Convert tie breaker to same configuration as feeder except rated at 2000 amps $10,700 $12,540 Substitute AMV AC breakers (7 @ $1,100 each) $7,700 $9,024 Arc detection system $25,000 $29,300 Total Cost for a Standard Buildinf! $454,714 $532,925 Additional Unit Prices for Ootions not Listed Above: Add one fully equipped feeder breaker cubicle $35,613 $41,738 Add two feet (2') in length to the building $3,025 $3,545 Spare circuit breaker cost 1200 amp $6,21 7 $7,286 2000 amp $8,006 $9,383 Additional cost to substitute AMV AC breakers in place of ADV P $1,100 $1,289 Attachment 6 THE STATE OF TEXAS COUNTY OF DENTON s s s AMENDMENT NO.1 TO PURCHASE AGREEMENT FOR SWITCHGEAR AND CONTROL BUILDINGS [City of Denton Bid No. 3282] A Purchase Agreement for Switchgear and Control Buildings (hereafter the "Original Agreement") was entered into by and between ABB, Inc. (hereafter "ABB") 655 Century Point, Lake Mary, Florida 32746 acting through its duly empowered officers and representatives; and the City of Denton, Texas, by and through its duly authorized and empowered City Council (hereafter "Council"), said Original Agreement being approved by the Council on the 1 st day of February, 2005 and being evidenced by Purchase Order No. 3282, providing for a term of three-years; and both ABB and the Council have each resolved that the Original Agreement should be modified and amended as to certain provisions only, to wit: WHEREAS, both ABB and the Council in this "Amendment No. 1 to Purchase Agreement For Switchgear and Control Buildings" desire to eliminate the 5% annual limit on price escalations that is provided for in the Original Agreement and do hereby mutually AGREE to the following changed terms of the Original Agreement as follows: 1. The U.S. Department Labor Producer Price Index for finished energy goods (hereafter the "PPI") shall continue to be used as the basis for adjusting unit prices for future orders. The unit prices shall be adjusted using the same calculation methodology as defined in the bid specification. 2. The 5% annual limit on PPI price increases or decreases shall be eliminated. 3. The limitation allowing unit prices to be adjusted only once each year on the anniversary date of the Original Agreement shall be eliminated. Unit price shall be allowed to float monthly in accordance with the relative changes in the published PPI. 4. The published PPI for February 2005 of 118.6 shall be the starting PPI for determining unit prices for future orders. 5. Unit prices for future orders shall be based on the relative change in the PPI, up or down, by the relative difference between 118.6 and the most recently published PPI at the time of issuance of the purchase order. It is acknowledged that the most recent four months of the PPI data is considered preliminary. The unit prices for an order shall not be adjusted beyond the date of issue of a City of Denton purchase order even if the preliminary PPI used for calculating the unit prices in the purchase order is adjusted subsequent to the order date. 6. In return for approval of this Amendment No.1, ABB shall accept orders for four buildings (two for the R. D. Wells Substation, one for the Fort Worth Substation, and 1 Exhibit 5 one for a planned future station). The unit prices for these four buildings shall be 17.2% above the original bid unit prices in Bid No. 3282 as approved by the City Council on February 1,2005. This is based on the preliminary December 2006 index as published on January 31, 2007, which was 139.0. The parties hereto agree that the relative difference in the PPI from February 2005 (118.6) and the preliminary December 2006 PPI published on January 31, 2007 (139.0) is 17.2%. 7. ABB will work with Denton Municipal Electric (hereafter "DME") to establish delivery dates for the four buildings based on DME's project needs. DME shall not require any delivery time to be shorter than ABB's current, normal production schedule. 8. DME shall have the option of canceling the order for the fourth building, up to a mutually agreed-to date between September 2007 and November 2007 without incurring any charges or any monetary penalties. 9. All other terms and conditions of the bid specification, Bid No. 3282, and the Original Agreement shall remain unchanged. WITNESS our hands this the day of , 2007. ABB, INC. A Florida Corporation By: Its ATTEST: CITY OF DENTON, TEXAS A Texas Municipal Corporation By: GEORGE C. CAMPBELL City Manager ATTEST: JENNIFER WALTERS, CITY SECRETARY By: APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY By: 2 ORDINANCE NO. 2007- AN ORDINANCE AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE CHANGE ORDER NUMBER ONE (REMOVING THE 5% ANNUAL CAP ON THE CONTRACT'S ESCALATION CLAUSE) TO THE CONTRACT BETWEEN THE CITY OF DENTON, TEXAS AND ABB, INC.; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (BID NO. 3282-CHANGE ORDER NO. ONE TO THE THREE-YEAR CONTRACT FOR PURCHASE OF MEDIUM VOLTAGE SWITCHGEAR AND CONTROL BUILDINGS). WHEREAS, on February 1,2005 by Ordinance No. 2005-037, the City awarded a three year contract to ABB, Inc. in the estimated amount of $1,482,021 for the purchase of medium voltage switchgear and control buildings; WHEREAS, the Staffhaving recommended, and the City Manager having recommended to the Council that a change order be authorized to amend such contract with respect to Section IV.G. thereof, to delete the 5% annual cap for price adjustment escalation; NOW, THEREFOR, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The Change Order Number One, deleting the 5% annual cap for price adjustment escalation as part of the contract agreement between the City and ABB, Inc., which is on file in the office of the Purchasing Agent, in the unit pricing amounts as approved in Bid No. 3282, is hereby approved; and the expenditure of funds therefor is hereby authorized in accordance with said change order. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2007. PERRY R. McNEILL, MAYOR ATTEST: JENNIFER W AL TERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY BY: 8-0RD-Bid 3282 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 DRAFT MINUTES PUBLIC UTILITIES BOARD February 26, 2007 After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is present, the Chair of the Public Utilities Board announced a quorum and convened into an Open Meeting on Monday, February 26, 2007 at 9:00 a.m. in the Service Center Training Room, City of Denton Service Center, 901-A Texas Street, Denton, Texas. Present: Chair Charldean Newell, Bill Cheek, Phil Gallivan and John Baines Ex Officio Member: Howard Martin, ACM Utilities Absent: Dick Smith, Bob Bland and Randy Robinson, excused OPEN MEETING: CONSENT AGENDA: The Public Utilities Board has received background information, staff's recommendations, and has had an opportunity to raise questions regarding these items prior to consideration. Board Member Phil Gallivan pulled Item 1 for individual consideration. 2) Consider recommending adoption of an Ordinance accepting competitive bids by way of an Interlocal Cooperative Purchasing Program Participation Agreement with the Lower Colorado River Authority (LCRA) under Section 271.102 of the Local Government Code, for the purchase of electric distribution cables; providing for the expenditure of funds therefore; and providing an effective date (File 3743-lnterlocal Agreement for Purchase of Electric Distribution Cables with LCRA awarded to Techline, Inc., in the amount of $382,460). Board Member John Baines moved to approve Item 2 with a second from Board Member Gallivan. The motion was approved by a 4-0 vote. ITEMS FOR INDIVIDUAL CONSIDERATION: 1) Consider recommending approval of Amendment # 1 to the agreement for purchase of substation switchgear and control buildings with ABB, Inc., 655 Century Point, Lake Mary, Florida, to remove the 5% annual cap on the escalation clause and to allow the price to fluctuate with the Producer Price Index referenced in the original agreement. Board Member Gallivan asked if the unit prices would be fixed at the 17% above the original bid prIces. Chuck Sears, Engineering Administrator, replied that for the buildings in the initial purchase the prices were fixed at the 1 7%, but after that the price could float up or down, with the trend currently being down. 1 Minutes of the Public Utilities Board Meeting 2 February 26, 2007 3 Page 2 of3 4 5 6 Board Member John Baines asked if it would be possible to limit the fluctuation in prices with 7 future purchases. 8 9 Sears stated that at this time, with this particular market, it would be difficult. Sears also stated 10 that having the 5% cap in the original agreement helped in that no one had seen the market 11 fluctuate that severely since the mid 1980's. Now, with vendor bid prices good for only 3 to 4 12 days, and because the City had an agreement in place, staff was able to negotiate. ABB, Inc., 13 initially asked for 22% even though its price had increased approximately 30%. Staff proposed, 14 since ABB was not reengineering the product, going with the original agreement and removing 15 the 5% cap. ABB accepted. Sears also stated that since the City maintains a good relationship 16 with the vendors, staff has the opportunity for negotiation. 17 18 Board Member Gallivan moved to approve with a second from Board Member Bill Cheek. 19 The motion was approved by a 4-0 vote. 20 21 The meeting was adjourned by consensus at 11 :00 a.m. 22 AGENDA INFORMATION SHEET AGENDA DATE: March 6,2007 DEPARTMENT: Materials Management Questions concerning this acquisition may be directed to Mike Ellis 349-8424 ACM: Jon Fortune . SUBJECT Consider adoption of an Ordinance of the City of Denton authorizing the City Manager or his designee to execute a purchase order with the Houston-Galveston Area Council of Governments (H-GAC) for the acquisition of a flushing/vacuum combination unit for the City of Denton Wastewater Department by way of an Interlocal Agreement with the City of Denton; and providing an effective date (File 3728-lnterlocal Agreement for Flushing/Vacuum Unit with H-GAC awarded to Hi-Vac Corp/AQUA TECH in the amount of $149,278.08). The Public Utilities Board recommends approval (6-0). FILE INFORMATION This request is for the acquisition of a high volume sewer flushing/vacuum unit assembly and peripheral equipment. The truck cab/chassis at a cost of $71,499 is being presented to the City Manager under a separate file for approval. The combination of cab/chassis and flushing/vacuum unit make up a truck approved for replacement in the 2006-07 budget process. The primary use of this vehicle is the maintenance of sewer collection pipelines, an aggressive sewer line cleaning program and the reducing/eliminating of dry weather sewer overflows. PRIOR ACTION/REVIEW (COUNCIL.. BOARDS.. COMMISSIONS) The Public Utilities Board approved this item at its January 22, 2007. RECOMMENDATION Award to Hi-Vac Corp/AQUATECH for a flushing/vacuum unit in the amount of$149,278.08. PRINCIPAL PLACE OF BUSINESS Hi-Vac Corp/AQUATECH Columbus, OH ESTIMATED SCHEDULE OF PROJECT This unit can be shipped in 4-8 weeks after receipt of the chassis. The chassis is scheduled for delivery twelve weeks from receipt of an order or May 2007. Agenda Information Sheet March 6, 2007 Page 2 FISCAL INFORMATION The Wastewater Department has $160,000 budgeted In account 645555.8535 to fund the purchase of the unit. Respectfully submitted: ~~~ Tom Shaw, C.P.M., 349-7100 Purchasing Agent Attachment I:H-GAC Pricing Sheet from Hi-Vac Corp/AQUATECH l-AIS-File 3728 Attachment 1 , I ~~~~~~~~:t~::Z_~~~~~1::':~Jlt~:~~~~~t~ CONTRACf PRICING WORKSHEET For Standanl Equipment Purehases contract! SCOI-K No.: i Date Prepared: 11812007 BuyIna iCity of Denton, TX AaeDtY: !Water UtilitiesIServices wastewater Conections C..-tad PersIIIl:: PIloDe;, Fu: ~ Prodad Code: iLuz Torres Sr !94Q...349-8499 i94Q...349--7184 i lstorres<mcitvofdenton ~com B805 DacriptioIl: jHi-vacCorplAQUATECH Pnpared ~Bill Cottrell Phorte: i94Q...367-2866 Fax: ~940-891-441 0 F.IuiI: ! billcottrelltxcalmsn. com B--IO Combination Cleaning Vacuum Machine - Page Two Pricing Worksheet COfttrador: 120051 ... Water Pump hoUr meter 000349-1 - 6-way Boom Control Joy Stick 120002 - Back Up Alarm. 12 volt electric l2OO41 - Engine Hour Meter 120097 - Emergency Shut Down 120 10 1 - Control Panel Light ... 8" Fluidizer Nozzle 120401 .. Floodlight at desired location 1200 11 .. Rotating beacon on unit 120395 .. Light board installed on unit $256JJO 23&007 ~ gn x6' aluminum extension tube $914J~ 238007 .. 8" x 6' aluminum. extension tube $226. Subtotal From Additional Sheet( s): $266~ Subtotal B: i $517aOO $292aOO $409 .00 $839aOO $304aOO $304.00 $0.00 $6,531.00 176100 ... 101 Leader hose 1" Description Cost Deseription Cost Description Cost Description Cost .~ .. :-.::. .,~~ "'::i.;: ~;.:". 0).. ..~.. ~~~~L.-:.. ..:: . . I. .. .. . . "j'~.: 1.:~:"._:~~:::I-:J.~."":~L(~.i~:~.~~.,:(~i~"~.;,:~:":;::~~.:i.~;t :.:~.::r:.. ,. .... . ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A PURCHASE ORDER WITH THE HOUSTON- GALVESTON AREA COUNCIL OF GOVERNMENTS (H-GAC) FOR THE ACQUISITION OF A FLUSHING/VACUUM COMBINATION UNIT FOR THE CITY OF DENTON WASTEWATER DEPARTMENT BY WAY OF AN INTERLOCAL AGREEMENT WITH THE CITY OF DENTON; AND PROVIDING AN EFFECTIVE DATE (FILE 3728- INTERLOCAL AGREEMENT FOR FLUSHING/VACUUM UNIT WITH H-GAC AWARDED TO HI-VAC CORP/AQUATECH IN THE AMOUNT OF $149,278.08). WHEREAS, pursuant to Ordinance 95-107, the Houston-Galveston Area Council of Government (H-GAC) has solicited, received, and tabulated competitive bids for the purchase of necessary materials, equipment, supplies, or services in accordance with the procedures of state law on behalf of the City of Denton; and WHEREAS, the City Manager or a designated employee has reviewed and recommended that the herein described materials, equipment, supplies, or services can be purchased by the City through the Houston-Galveston Area Council of Government (H-GAC) programs at less cost than the City would expend if bidding these items individually; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies, or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The numbered items in the following numbered file for materials, equipment, supplies, or services, are hereby approved. FILE NUMBER VENDOR AMOUNT 3728 H-GAC/Hi-Vac Corp/AQUA TECH $149,278.08 SECTION 2. By the acceptance and approval of the above numbered items set forth in the referenced file, the City accepts the offer of the persons submitting the bids to the H-GAC for such items and agrees to purchase the materials, equipment, supplies, or services in accordance with the terms, conditions, specifications, standards, quantities and for the specified sums contained in the bid documents and related documents filed with the H-GAC, and the purchase orders issued by the City. SECTION 3. Should the City and persons submitting approved and accepted items set forth in the attached purchase orders wish to enter into a formal written agreement as a result of the City's ratification of bids awarded by H-GAC, the City Manager or his designated representative is hereby authorized to execute the written contract; provided that the written contract is in accordance with the terms, conditions, specifications and standards contained in the Proposal submitted to H-GAC, quantities and specified sums contained in the City's purchase orders, and related documents herein approved and accepted. SECTION 4. By the acceptance and approval of the above enumerated items, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this day of , 2007. PERRY R. McNEILL, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY ~~~D~ DRAFT MINUTES PUBLIC UTILITIES BOARD January 22, 2007 After determining that a quorum of the Public Utilities Board of the City of Denton, Texas was present, the Chair of the Public Utilities Board thereafter convened into an Open Meeting on Monday, January 22,2007 at 9:03 a.m. in the Service Center Training Room, City of Denton Service Center, 901-A Texas Street, Denton, Texas. Present: Chair Newell, Dick Smith, Bill Cheek, Phil Gallivan, Bob Bland, and John Baines Ex Officio Members: George Campbell, City Manager Howard Martin, Assistant City Manager Utilities Absent: Randy Robinson, excused Chair Charldean Newell announced that a quorum was present and convened the open meeting at 9:03 a.m. to consider the following items: OPEN MEETING: CONSENT AGENDA: The Public Utilities Board has received background information, staff's recommendations, and has had an opportunity to raise questions regarding these items prior to consideration. 1) Consider recommending adoption of an Ordinance of the City of Denton, Texas authorizing the expenditure of funds for payments by the City of Denton for electrical energy transmission fees to the Lower Colorado River Authority (LCRA) and Texas Municipal Power Agency (TMP A) for providing energy transmission services to the City of Denton; and providing an effective date (File 3717-2006 Electrical Energy Transmission Fees-Lower Colorado River Authority in the amount of $295,074 and Texas Municipal Power Agency in the amount of $40,245 for a total award of$335,319). 2) Consider recommending adoption of an Ordinance of the City of Denton authorizing the City Manager or his designee to execute a purchase order through the Buy Board Cooperative Purchasing Network for the acquisition of four bucket trucks for Denton Municipal Electric by way of an Interlocal Agreement with the City of Denton; and providing an effective date (File 3711-lnterlocal Agreement for the Purchase of Four Bucket Trucks for Denton Municipal Electric awarded to Philpott Ford in the amount of $337,836). 3) Consider recommending approval of the purchase of a Flushing/Vacuum Combination Truck through the Houston Galveston Area Cooperative (H-GAC) Purchasing Program from Hi- Vac Corp/AQUA TECH for the Wastewater Department by way of an Interlocal Agreement with the City of Denton in the amount not to exceed $234,278. Board Member John Baines moved to approve consent agenda items 1 though 3 with a second from Board Member Phil Gallivan. The motion was approved by a 6-0 vote. The meeting was adjourned by consensus at 9:50 a.m. AGENDA INFORMATION SHEET AGENDA DATE: March 6,2007 DEPARTMENT: Materials Management Questions concerning this acquisition may be directed to Sharon Mays 349-8487 ACM: Jon Fortune . SUBJECT Consider adoption of an Ordinance accepting competitive bids by way of an Interlocal Cooperative Purchasing Program Participation Agreement with the Lower Colorado River Authority (LCRA) under Section 271.102 of the Local Government Code, for the purchase of electric distribution cables; providing for the expenditure of funds therefor; and providing an effective date (File 3743-lnterlocal Agreement for Purchase of Electric Distribution Cables with LCRA awarded to Techline, Ltd., in the amount of $382,460). The Public Utilities Board recommends approval (4-0). FILE INFORMATION This purchase is for insulated electric distribution cables that Denton Municipal Electric (DME) uses to provide and distribute primary and secondary underground electrical service. Primary cables are insulated for 15kV and secondary cables are insulated for 600 volts. The quantities are based upon current on hand inventory, future needs, and upcoming projects. These items are carried in the Warehouse working capital inventory. PRIOR ACTIONNIEW (COUNCIL.. BOARDS.. COMMISSIONS) The Public Utilities Board approved this item at its February 26, 2007 meeting. City Council approved the interlocal agreement with the Lower Colorado River Authority (LCRA) on December 12, 2006 (Ordinance 2006-334). RECOMMENDATION Award to Techline, Ltd, in the amount of$382,460. PRINCIPAL PLACE OF BUSINESS Techline, Ltd. F ort Worth, TX ESTIMATED SCHEDULE OF PROJECT The estimated delivery is 18-20 weeks after receipt of order. Agenda Information Sheet March 6, 2007 Page 2 FISCAL INFORMATION These items will be funded out of the Warehouse working capital account and charged back to the using department expenditure budget account or project number. Respectfully submitted: ~~~ Tom Shaw, C.P.M., 349-7100 Purchasing Agent Attachment 1: Quote from Techline, Ltd. Attachment 1 ttJ nCHl,lNE Ltd. QUOTE 9B[l9 Beck CirclE! ALJ5tin, Te.as 78758.6401 Phone: (512) 833-5410 Fan (512) 833-5.:107 UOTE - LCRA PAG!;:N QUOTE JlATE 02/05/07 P,O, NO. 1 cun .I; 1108 SHIP TD: City of Denton 901 B. Texas Street Please remit all payments 10: T echline, Lt d. P.O. Box 674005 Dallas 7 TX 75267-4005 Phone: (512) 833-5401 Denton~ TX 76209 Cilll TO: City of Denton 215 E McKi nney Denton~ TX 76201 I NSTR U CTl 0 N 5 *** PER LCRA AGREEMENT *** SHIP POI~T T St-lIP VIA Techline Fort Worth BEST WAY SHIPPED I TERMS I NET 30 DAYS UNE I HQ. PRODUCT AHLi rJ Ese RI P'T10N I QiWI.NTIT\' ORIjI::~r=n I Gl U ANTITY AVAILAS L I:: I Qn', UfM I UNIT P!;IICE; I AMOUNT fr.lET) 5% ABOVE COST AS STATED IN THE LCRA QUOTE GOOD THROGU 2/9/07 5PM 1 #2-15KV-AL-EPR-RCN-3P 2500 FT 4.52 11300~OO Cable~#2 AL 15Kv 220Hil EPR I nsul ati on 3 P ha se Customer Prod: 28080040 *** LEAD TIME: 18-2OWKS ARC *** 2 50Qw16KV-CU-EPR-TAPE 15000 FT B ~61 129150.00 CABLE~ 500MCM CU 16KV EPR~TAPESHIELD~PVC JACKE Customer Prod: 2B080100 *** LEAD TIME: lB.20WKS ARC *** 3 150MCM-lSKV.CU~EPR-TS220 18000 FT 12 . 24 220320.00 Cable, 750mcm CU 15KV 220.;1 EPR Tape Shielded Customer Prod: 2B080110 *** LEAD TIME: 18-20WKS ARC *x* 4 4/0STRSDBC-lSOQ1NRR 9000 FT 2.41 21690.00 ~ire~ #4/0 19-5trand Bare Copper on 1500lNRR Customer Prod: 280-16M220 *** lEAD TIME: 1.2WKS ARO *** T at a 1 382460.00 I nva; ce Total 3e2460~OO Last Page ORDINANCE NO. AN ORDINANCE ACCEPTING COMPETITIVE BIDS BY WAY OF AN INTERLOCAL COOPERATIVE PURCHASING PROGRAM PARTICIPATION AGREEMENT WITH THE LOWER COLORADO RIVER AUTHORITY (LCRA) UNDER SECTION 271.102 OF THE LOCAL GOVERNMENT CODE, FOR THE PURCHASE OF ELECTRIC DISTRIBUTION CABLES; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 3743-INTERLOCAL AGREEMENT FOR PURCHASE OF ELECTRIC DISTRIBUTION CABLES WITH LCRA AWARDED TO TECHLINE, LTD., IN THE AMOUNT OF $382,460). THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or his designee is hereby authorized to purchase electric distribution cables in the amount of $382,460 from Techline, Ltd. under competitive bids received by the Lower Colorado River Authority in accordance with an Interlocal Cooperative Purchasing Program Participation Agreement under Section 271.102 of the Local Government Code which is on file in the office of the Purchasing Agent. SECTION 2. The City Manager, or his designee is authorized to expend funds pursuant to the agreement for the purchase of various goods and services. SECTION 3. This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2007. PERRY R. McNEILL, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY ~~~D~ 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 DRAFT MINUTES PUBLIC UTILITIES BOARD February 26, 2007 After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is present, the Chair of the Public Utilities Board announced a quorum and convened into an Open Meeting on Monday, February 26, 2007 at 9:00 a.m. in the Service Center Training Room, City of Denton Service Center, 901-A Texas Street, Denton, Texas. Present: Chair Charldean Newell, Bill Cheek, Phil Gallivan and John Baines Ex Officio Member: Howard Martin, ACM Utilities Absent: Dick Smith, Bob Bland and Randy Robinson, excused OPEN MEETING: CONSENT AGENDA: The Public Utilities Board has received background information, staff's recommendations, and has had an opportunity to raise questions regarding these items prior to consideration. Board Member Phil Gallivan pulled Item 1 for individual consideration. 2) Consider recommending adoption of an Ordinance accepting competitive bids by way of an Interlocal Cooperative Purchasing Program Participation Agreement with the Lower Colorado River Authority (LCRA) under Section 271.102 of the Local Government Code, for the purchase of electric distribution cables; providing for the expenditure of funds therefore; and providing an effective date (File 3743-lnterlocal Agreement for Purchase of Electric Distribution Cables with LCRA awarded to Techline, Inc., in the amount of $382,460). Board Member John Baines moved to approve Item 2 with a second from Board Member Gallivan. The motion was approved by a 4-0 vote. ITEMS FOR INDIVIDUAL CONSIDERATION: 1) Consider recommending approval of Amendment # 1 to the agreement for purchase of substation switchgear and control buildings with ABB, Inc., 655 Century Point, Lake Mary, Florida, to remove the 5% annual cap on the escalation clause and to allow the price to fluctuate with the Producer Price Index referenced in the original agreement. Board Member Gallivan asked if the unit prices would be fixed at the 17% above the original bid prIces. Chuck Sears, Engineering Administrator, replied that for the buildings in the initial purchase the prices were fixed at the 1 7%, but after that the price could float up or down, with the trend currently being down. 1 Minutes of the Public Utilities Board Meeting 2 February 26, 2007 3 Page 2 of3 4 5 6 Board Member John Baines asked if it would be possible to limit the fluctuation in prices with 7 future purchases. 8 9 Sears stated that at this time, with this particular market, it would be difficult. Sears also stated 10 that having the 5% cap in the original agreement helped in that no one had seen the market 11 fluctuate that severely since the mid 1980's. Now, with vendor bid prices good for only 3 to 4 12 days, and because the City had an agreement in place, staff was able to negotiate. ABB, Inc., 13 initially asked for 22% even though its price had increased approximately 30%. Staff proposed, 14 since ABB was not reengineering the product, going with the original agreement and removing 15 the 5% cap. ABB accepted. Sears also stated that since the City maintains a good relationship 16 with the vendors, staff has the opportunity for negotiation. 17 18 Board Member Gallivan moved to approve with a second from Board Member Bill Cheek. 19 The motion was approved by a 4-0 vote. 20 21 The meeting was adjourned by consensus at 11 :00 a.m. 22 AGENDA INFORMATION SHEET AGENDA DATE: March 6,2007 DEPARTMENT: Materials Management Questions concerning this acquisition may be directed to Emerson Vore1349-8271 ACM: Jon Fortune . SUBJECT Consider adoption of an Ordinance of the City of Denton, Texas approving an Agreement between the City of Denton and the North Texas Umpire Association; determining a sole source and approving the expenditure of funds for the purchase of certified softball officiating services available from only one source in accordance with the provisions of the state law exempting such purchases from the requirements of competitive bids; and providing an effective date (File 3744- Agreement with North Texas Umpire Association in the amount per game as specified in the agreement for an estimated award of $57,000). FILE INFORMATION The Agreement between the City of Denton and the North Texas Umpire Association is to supply officiating services for the Adult Slow Pitch spring, summer, and fall seasons for men's, co-ed, and women's Amateur Softball Association (ASA) softball games. Each year the Parks and Recreation Department contacts the ASA District Commissioner to locate an ASA Umpire's Association that would be available to umpire adult softball league games in Denton. This year and in previous years, the North Texas Umpire Association has been the only association (sole source) available for officiating sanctioned adult softball league play in Denton. Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source do not have to be competitively bid. The N orth Texas Umpire Association will officiate approximately 1,100 softball games for the Parks and Recreation Department during the 2006-07 fiscal year. The Association will provide two ASA umpires and one scorekeeper per game. RECOMMENDATION Award to North Texas Umpire Association in the amount per game specified in the agreement on file in the office of the Purchasing Agent for an estimated total amount of $57,000. PRINCIPAL PLACE OF BUSINESS North Texas Umpire Association Denton, TX Agenda Information Sheet March 6, 2007 Page 2 ESTIMATED SCHEDULE OF PROJECT This Agreement will remain in effect through December 15,2007. FISCAL INFORMATION This Agreement will be funded from Parks and Recreation account 411170.7868. Respectfully submitted: ~~~ Tom Shaw, C.P.M., 349-7100 Purchasing Agent Attachment 1: Sole Source Letter from NTUA l-AIS-File 3744 , Attachment 1 ' TEDDY GIBBS Area Vlt Vice-President January 30, 2007 To: Heather Gray, City of Denton Re: North Texas Umpires Association Ms.. Gray The North Texas Umpires Association based in Denton and serves the local softball associations as their official's facilitator and is the only registered ASA officials group in this area. The NTUA has served Denton for many years and has been in good standings each year with the Amateur Softball Association as a recognized umpire group. If you have any questions please feel free to contact me. Sincerely. d~~J ,--- -.' " ':. Teddy Gibbs - Texas ASA District 13 Commissioner TEXAS AMATEUR SOFTBALL ASSOCIATION -.. ....-......-......___~_~..3rr'.r"":..,:,r,......~~--.. .----.--=-- -. o~~,..~ Aot(l , ., i, Q){p ~ ;,"Ullln l ..,~. CLASS A MEMBER P.O. BOX 299002 . LEWISVILLE, TEXAS 75029 · BUS. (972) 219-3554 · HOME (972) 221-0619 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPROVING AN AGREEMENT BETWEEN THE CITY OF DENTON AND THE NORTH TEXAS UMPIRE ASSOCIATION; DETERMINING A SOLE SOURCE AND APPROVING THE EXPENDITURE OF FUNDS FOR THE PURCHASE OF CERTIFIED SOFTBALL OFFICIATING SERVICES AVAILABLE FROM ONLY ONE SOURCE IN ACCORDANCE WITH THE PROVISIONS OF THE STATE LAW EXEMPTING SUCH PURCHASES FROM THE REQUIREMENTS OF COMPETITIVE BIDS; AND PROVIDING AN EFFECTIVE DATE (FILE 3744- AGREEMENT WITH NORTH TEXAS UMPIRE ASSOCIATION IN THE AMOUNT PER GAME AS SPECIFIED IN THE AGREEMENT FOR AN ESTIMATED AWARD OF $57,000). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment or supplies, as described in the "File" listed hereon, and on file in the office of the Purchasing Agent, and the license terms attached are hereby approved: FILE NUMBER VENDOR AMOUNT 3744 North Texas Umpire Association $57,000 SECTION 2. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 3. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY BY: ~~ 3-0RD-Fil~44 ' day of , 2007. PERRY R. McNEILL, MAYOR AGREEMENT BETWEEN CITY OF DENTON PARKS AND RECREATION . ..... ." . DEPARTMENT AND NORTH TEXAS IDvIPJRE ASSOCIATION The City of Denton Parks and Recreation Department (hereinafter "PARD") of Denton, Texas and the North T~xas Umpire Association (hereinafter "NTUA") enter into the following Agreeme,nt: ,1.CONTEST A) The NTUA agrees to officiate ASA Softball games for the 2007 Adult Slow-Pitch Seasons of Men,: Women and Coed Divisions and the 2007 Girls Fast-Pitch Seasons of 14U, 12U, 10U and au Coach Pitch Divisions.that are scheduled by PARD at the ~orth La'kes and the Denia Softball Complexes in Denton, Texas. ' B) The start date is March 2007 and runs through December 2007. .. - . ..... C) PARD will provide NTUA with a schedule of games depicting leagues and their field assignments for the season. NTUA will receive this information at least two (2) weeks before, the season begins. PARD will also provide NTUA with the league's current: rules and regulations that are modified from the current Amateur Softball Association (ASA) rules. D) NTUA will schedLJle officials so that the ability level of the official will match or exceed the,lev,el of league play on each field. NTUA will provide, for each gamer up to two (2) umpires for the Adult Slow-Pitch League and the Girls Fast-Pitch League and, one (1) scorekeeper for Adult Slow-Pitch League~ 1) Optimally, each field will have two (2) umpires, but when that is not possible or not required, NTUA will insure that the official working alone wi-ll be a qualified umpire~ 2) The Umpire-In-Chief (UIC) scheduled for each night will ensure that the officials assigned to each field are capable of working that particular level of ,play~ 2. PAYMENT A) In consideration of such services, 1 ) PARD will pay NTUA a total of $40.00 per game for the Adult Slow-Pitch Divisions of Men's, Women's and ,Coed to provide two (2) umpires and one ( 1) scorekeeper. 2) PARD will pay NTUA a total of $33.00 per game for the Adult Slow-Pitch Division of Coed-For-Fun to provide one (1) umpire and one (1) scorekeeper.- . 3) PARD will pay NTUA a total of $27.00 per game for the Girls Fast-Pitch Divisions of au Coach Pitch to provide one (1) umpire. 4) PARD will pay NTUA a total of $52.00 per game for the Girls Fast-Pitch Divisions of 14U, 12U and 10U to provide two (2) umpires. 2007 NTU A Contract lof3 . .. . .~. :___~.. ... .:. .. .: 1- I . . -" .~....:.. ... ... ~- . .:~. ...;.. -....:..... ..:."....-.~ .~.. ".:';'... ~ .~....-- "..-.. ~.:..:-.~ .~~..:~~.~ .. ._~.;~.~.~~. .,~,- .~-': ..~:-.:; :~:~~~~ ... -.. ......___ ......... ~ ~ .. I I --- --- ......__.....~-- ~ .' " AGREEMENT BETWEEN CITY OF DENTON PARKS AND RECREATION DEPARTMENT AND NORTH TEXAS UMPIRE ASSOCIATION B) Payment Determ,i'nation Both parties will determine the payment to be the calculated number of games scheduled for each particular league times the specified rate of $52.00, $40~OO, $33.00 or $27.00'. C) Schedule of Payment PARD will make the full payment for the total expected amount for estimated services no later than 7 days after the first game of each season. D) If NTUA provide~ only one (1) official for a game that requires two (2), then PARD will be credited $7.00 for each g'ame that has one (1) official working a'lone. This credit can be used during the ,current season or during the next season. . E) If PARD gives nqtice of forfeits in advance and this reduces the amount of time an umpire is required to be at the fields, then NTUA will provide a full creditfor that particular game. For example, if the first game of the day or the last game of the day is canceled for a particular umpire, then PARD will be entitled to a credit. If a middle game is canceled, which results in the umpire still needing to stay on the fields the entire time, PARD will not be entitled to a credit. PARD will give notice ofJorfeits by 3:00 pm for the same day for evening games. I' 3. OFFICIALS NTUA represents officials that are, or will be by the date of the contest, a duly registered umpire who is a member in good standing of the ASA. 4. INTERPRETATION The Constitution, By-laws and. rules and regulations of ASA and of NTUA are considered a part of'this agreement and shall govern, except as modified by this Agreement, anydisputes arising out of this Agreement. Both parties to the Agreement agree to ~e so bound. . A) When PARD'offers a "Coaches Meeting", PARD will notify NTUA of the date, time, and place pf the Coaches Meeting. A representative from NTUA will be required to attend the meeting to explain new rules, game procedures to the coaches, and di~cuss how on-field disagreements will be handled. 5. VOIDING OF AGREEMENT This agreement shall become null and void upon the demise of either organization. This agreement may..be canceled at any time'by the mutual written consent of both parties upon 30 days written notice. This agreement is void if either party cannot.. comply with its terms. , 2007 NTUA Contract 20f3 ..~...:":~~ ...': : .. ~ - "'-, AGREEIvlENT BETWEEN CITY OF DENTON PARKS AND RECREATION DEPARTMENT AND NORTH TEXAS IDvIPIRE ASSOCIATION 6. NOTIFICATION/SCHE'jDU'LE CHANGES All notifi'cations concerning the provisio,ns of the document or of schedule changes shall be in writing to:' the below address. All game changes will be given to NTUA Assignor 24 hours prior to the change. If notification is not given in this timely manner, an additional administration feeor$3.00 per game will be charged to p ARD~ A) If initial notification is by phone, then a written confirmation shall thereafter be sent within sever} (7) d,ays. 7. INDEMNIFICATION , NTUA agrees to indemnify, defend and hold harmless, PARD, the CITY, and their employees and officers from and against any and all claims or actions for injuries or damages, including: death, arising out of NTUA's performance under this agreement, including the negligent acts or omissions of the umpires provided for under this agreement and any claims or actions made or brought by an umpire. This agreement is executed.. to be effective as of C,;l.. / /'1 , 2007 by authorized representatives of the parties hereto as set forth below. George C. Campbell, City Manager North Texas Umpire Association' "-'~ ~~~e 2-/lq lo~ Nd!~/~ ~18.Ir Titl e City of Denton, Texas Date ~iGi~5 u,l E .'\.. Title City of Denton Parks and Recreation Department Heather Gmy Athletics Manager (940) 349-7218 (940) 349-8384 fax heather.gray@cityofdenton.com :: North Texas Umpire Association 524 North Locust, Suite A Dento~ TX 76201 (940) 898-1561 (940) 380-9235 fax , ~bumpireOQ@h.tltmail~Q!l.m 2007 NTUA Contract 3of3 :., ~ :;.: i-':.i ~~;~.,;:;~ :...~::"::.::.:.:"~.....:. :; ... :. <.'~:::~~~ .::' :~~;;; ~.. I.:.~. ". : ~.:. :..:... . ":-" .. ~.~:.."'t..i:-":;~:.J"::.;::-~ <1- .:- ;~.:: ;"-:'I...:.k~ AGENDA INFORMATION SHEET AGENDA DATE: March 6, 2007 DEPARTMENT: Economic Development CM: George C. Campbell ~ SUBJECT Consider adoption of an ordinance authorizing the Mayor to approve a second amendment to that certain Economic Development Program Grant Agreement with Teasley Partners, Ltd. To extend the dates of substantial completion of the improvements covered by the Grant Agreement from December 31,2006 to June 30, 2007; and providing an effective date. (Economic Development Partnership Board recommends approval 5-0) BACKGROUND Teasley Partners entered into a Chapter 380 agreement with the City of Denton in 2004. In order to receive one-half of one percent of the sales tax generated within their development, certain development guidelines are required. The development must have some retail with residential above and provide pedestrian access throughout. Another condition of the incentive required Teasley Partners to have a minimum of 125,000 square feet of commercial space completed by December 31, 2005. The developers were working with a multiplex theater and hotel and would have achieved the required 125,000 square feet by their deadline. However, as a result of the development of the Unicorn Lake Cinemark facility, and because the market would not support two, the Teasley Partners plan was delayed. For that reason, Teasley Partners received a one- year extension in January 2006. At the time of the extension, the Holiday Inn was just under construction, and completion of the Holiday Inn would meet the required construction of square footage. The Teasley Partners are requesting another extension. During construction of the Holiday Inn, they were required to do extensive earth work (excavate and fill approximately 4 acres an average of20 feet); needed to re-engineer sewer line connection due to an existing line issue that was uncovered during the process; and have been required to add sprinklers to portions of the building where sprinklers had not been required under their original plan. The Holiday Inn received a temporary certificate of occupancy and anticipates the final certificate of occupancy to be issued February 28th. ESTIMATED SCHEDULE OF PROJECT With the Holiday Inn's schedule certificate of occupancy, substantial completion requirements should be achieved by February 28, 2007. PRIOR ACTION/REVIEW The Economic Development Partnership Board reviewed the request and recommends approval of the extension 5-0. - 1 - EXHIBITS Ordinance Amendment Respectfully submitted: Linda Ratliff, Director Economic Development Department - 2 - S :\Qur Documents\Ordinances\07\ Teasley Partners Second Amendment.doc ORDINANCE NO. AN ORDINANCE AUTHORIZING THE MAYOR TO APPROVE A SECOND AMENDMENT TO THAT CERTAIN ECONOMIC DEVELOPMENT PROGRAM GRANT AGREEMENT WITH TEASLEY PARTNERS, LTD. TO EXTEND THE DATES OF SUBSTANTIAL COMPLETION OF THE IMPROVEMENTS COVERED BY THE GRANT AGREEMENT FROM DECEMBER 31,2006 TO JUNE 30,2007; AND PROVIDING AN EFFECTIVE DA TE~ WHEREAS, through the passage of Ordinance No. 2004-013 on January 6, 2004, the City Council approved a Economic Development Prograrri under chapter 380 of the Texas Local Government Code ("Chapter 380") to stimulate development of commercial property within the City by the developer, Teasley Partners, Ltd., ("Developer"); and WHEREAS, to effectuate the program for Economic Development under Chapter 380 ("Program"), the Developer and the City entered into an Economic Development Program Grant Agreement ("Agreement"); and WHEREAS, that Agreement required the Developer, as a condition of receiving the grant, to substantially complete all the improvements covered by that Agreement by December 31,2005; and WHEREAS, on January 3, 2006, the City Council approved an Amendment to extend the date of substantial completion of the improvements covered by the grant Agreement to Decernber31,2006;and WHEREAS, the Developer has made significant progress on the improvements and expects substantial completion to take place, within six months and has requested a second extension of that amount of time on their substantial completion date; and WHEREAS, City Council deems it in the public interest to grant the Developer's request and to amend the Agreement to extend the completion date; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings set forth in the preamble of this Ordinance are incorporated by reference into the body of this Ordinance as if fully set forth herein~ SECTION 2. The Mayor, or in case of her absence, the Mayor Pro Tern, is herby authorized to execute a Second Amendment to the Agreement on behalf of the City of Denton substantially in the form of the Second Amendment, which is attached to and made a part of this Ordinance for all putposes~ SECTION 3. This Ordinance shall become effective immediately upon its passage and approval~ S :\Our Docurnents\Ordinances\07\ Teasley Partners Second Amendment.doc PASSED AND APPROVED this the ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY BY: Page 2 of2 day of , 2007. PERRY R. McNEILL, MAYOR S :\Our Documents\Contracts\07\ Teasley Partners Second Amendment.doc SECOND AMENDMENT TO THAT CERTAIN ECONOMIC DEVELOPMENT PROGRAM GRANT AGREEMENT WITH TEASLEY PARTNERS, LTD. THIS SECOND AMENDMENT to the Economic Development Program Grant Agreement ("Agreement") by and between Teasley Partners, Ltd. ("Developer") a Texas limited partnership, the City of Denton ("City"), a Texas municipal corporation, executed on the 6th day of January 2004, as amended by First Amendment hereinafter referred to as Agreement. WHEREAS, through the passage of Ordinance No. 2004-013 on January 6, 2004, the City Council approved a Economic Development Program under chapter 380 of the Texas Local Government Code ("Chapter 380") to stimulate development of commercial property within the City by the developer, Teasley Partners, Ltd.., ("Developer"); and WHEREAS, to effectuate the program for Economic Development under Chapter 380 ("Program"), the Developer and the City entered into an Agreement; and WHEREAS, that Agreement required the Developer, as a condition of receiving the grant, to substantially complete all the improvements covered by that Agreement by December 31,2005; and WHEREAS, on January 3, 2006, the City Council approved a First Amendment to extend the date of substantial completion of the improvements covered by the grant Agreement to December 31, 2006; and WHEREAS, the Developer has made significant progress on the improvements and expects substantial completion to take place within six months and has requested a second extension of that amount of time on their subst~tial completion date; and NOW, THEREFORE, in consideration of the mutual conditions and obligations set forth below, the parties agree to amend the Agreement as follows: SECTION 1. Section 4 "Program Grant" of the Agreement is hereby amended to read as follows: Section 4. Program Grant. For each month of the Program Grant term, City agrees, subject to the conditions contained in this Agreement, to make a Program Grant installment payment to Grantee on or before thirty days following the City's receipt from the State Comptroller of the Monthly Sales Tax Report indicating sales tax revenue from businesses located on the Property. Monthly Program Grant installment payments shall be calculated as provided in Section 5 below~ Tenant Occupancy shall be a condition precedent to the initiation of Program Grant payments. Program Grant payments may be withheld at any time if there s: \Our Documents\Contracts\07\ Teasley Partners Second Amendment.doc are delinquent property taxes on the Property and will not be resumed until such delinquency is cured. Notwithstanding anything contained herein to the contrary, the Program Grant installment payments will cease, this Agreement will automatically terminate, and Grantee will refund to the City all Program Grant payments previously made if there is not Substantial Completion of the Improvements by June 30,2007. SECTION 2. Save and except as amended hereby, all the remaining clauses, sentences, paragraphs, sections and subsections of Agreement shall remain in full force and effect EXECUTED and effective as of the _ day of , 2007, by City, signing by and through its Mayor, or in case of her absence, the Mayor Pro Tern, duly authorized to execute same by action of the City Council and by Grantee, acting through its duly authorized officials. PERRY R. McNEILL, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: EDWIN M. SNYDE TY ATTORNEY BY: Page 2 of2 AGENDA INFORMATION SHEET AGENDA DATE: March 6, 2007 DEP ARTMENT: Finance ACM: Jon Fortune SUBJECT Consider approval of a Resolution appointing members to the Board of Directors of the Industrial Development Authority Board; and providing for an effective date. BACKGROUND The Development Corporation Act of 1979 allows tax exempt financing (bonds) to be used for the promotion and development of commercial, industrial and manufacturing enterprises, and to encourage employment. The Industrial Development Authority (IDA) of Denton was created in 1979 as a nonprofit corporation under this provision. Since the IDA was created, only a handful of projects have met the guidelines required under the Act. The IDA last issued bonds in 1998. The City of Denton has no liability for the payment of the bonds issued through the corporation, nor are the City's assets pledged for repayment of the bonds. When an entity requests consideration, the Board of Directors of the IDA, which historically has included the City Manager, Assistant City Manager, and Economic Development Director, work with the City's Bond Counsel to verify the eligibility of the requests. Once eligibility is verified, the City's Bond Counsel prepares the required resolution for the IDA Board to forward to City Council for approval. Former City Manager, Mike Conduff and former Assistant City Manager, Kathy DuBose are no longer members of the IDA Board. The attached Resolution appoints the City Manager, George Campbell, and Assistant City Manager, Jon Fortune, as board members to fill current vacancies and reappoints the Economic Development Director, Linda Ratliff. The Secretary of State has recently requested updated board information. Staff is not aware of any potential projects that would qualify for financing under the Development Corporation Act of 1979. However, due to the fact that Bonds are still outstanding and to avoid involuntary dissolution of the Authority, staff recommends appointment of the individuals above to the IDA. PRIOR ACTIONNIEW (COUNCIL.. BOARDS.. COMMISIONS) The Board last met on March 16, 2004. Agenda Information Sheet March 6, 2007 Page 2 FISCAL INFORMATION There are no costs to the City associated with this item. Any bonds issued and outstanding through the corporation do not constitute debt or general obligations of the City of Denton. EXHIBITS Resolution Respectfully Submitted: ~.i' ~:;'r _ ,-- ~. . I . ~ . . ~ ,1 ~ X. ~ ~ Jon Fortune Assistant City Manager S :\Our Documents\Resolutions\07\Industrial Dev Authority Board.doc RESOLUTION NO. A RESOLUTION APPOINTING MEMBERS TO THE BOARD OF DIRECTORS OF THE INDUSTRIAL DEVELOPMENT AUTHORITY BOARD; AND PROVIDING FOR AN EFFECTNE DATE. WHEREAS, by Resolution No. 2001-068, Mike Conduff and Kathy DuBose were appointed to the Board of Directors of the Industrial Development Authority (IDA); and WHEREAS, Mike Conduff and Kathy 'DuBose are no longer members of the Board of Directors of the IDA; and WHEREAS, the City Council deems it the public interest to appoint the City Manager, George C. Campbell, Assistant City Manager Jon Fortune, and Director of Economic Development Linda Ratliff to the Board of Directors of the IDA; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: ~FJ;TTON 1 ~ That the following persons are hereby appointed to the Board of Directors of the City of Denton Industrial Development Authority: NAME A nnRR~~ George C. Campbell, City Manager 215 East McKilUley Denton, Texas 76201 Jon Fortune, Assistant City Manager 215 East McKinney Denton, Texas 76201 Linda Ratliff, Director of Economic Development 215 East McKinney Denton, Texas 76201 Each Director shall serve a term of office of six years. The term of the foregoing members shall expire on March 6, 2013. ~FJ:TTON 7. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ~ day of , 2007. PERRY R. McNEILL, MAYOR S :\Our Documents\Resolutions\07\IndusmaI Dev Authority Board.doc ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: EDWIN M~ S R, Y ATTORNEY BY: Page 2 of2 AGENDA INFORMATION SHEET AGENDA DATE: March 6, 2007 DEP ARTMENT: Planning and Development ACM: Howard Martin, 349-8230 .. SUBJECT - S06-0013 (Henderson #1 and #2 Wells) Hold a public hearing and consider adoption of an ordinance regarding the approval of a Specific Use Permit (SUP) to allow gas well drilling and production in a floodway. Two gas well development sites are proposed, one is proposed on east side and the other on the west side of Bonnie Brae south of Roselawn Drive. The Planning & Zoning Commission recommends approval of the SUP (7-0). BACKGROUND Applicant: Dune Energy Houston, TX The applicant is requesting an SUP to allow gas well drilling and production in a floodway. The development is located within a Neighborhood Residential 2 (NR-2) zoning district. Pursuant to Denton Development Code Subsection 35.22.3.A., gas well drilling is permitted by right within the NR-2 zoning district. The approximately 70.45-acre property was purchased as one tract by the Marvin Henderson Estate Trust in August 1996 and later annexed into the City in October 2000. Bonnie Brae Street traverses through the property as an implied dedicated right-of-way. The right-of-way has been in existence in its current alignment for over 75 years. The subject property is located in a floodway designated by the Federal Emergency Management Agency (FEMA) (see Exhibit 4). Pursuant to Denton Development Code subsection 35.22.4.A., gas well drilling and production is allowed in the floodway if the property owner has first applied for and received approval from the City Council for an SUP. In addition to the SUP the applicant is required to obtain a Watershed Protection Permit since the subject property is also located in an Environmentally Sensitive Area (see Exhibit 5). Pursuant to Denton Development Code Subsection 35.22.5.A.8., a Watershed Protection Permit is required for locating a gas well within an ESA. On January 24, 2007, Planning and Zoning Commission recommended approval of this SUP request (7-0). Public notification information is provided in Exhibit 6. As of this writing, staff has not received any response from a property owner within 200 feet of the subject site. PRIOR ACTION/REVIEW January 24,2007 - Planning and Zoning Commission public hearing OPTIONS 1. Approve as submitted. 2. Approve subject to conditions. 3. Deny. 4. Table item. RECOMMENDATION Planning and Zoning Commission recommends approval of this SUP request (7-0). EXHIBITS 1. Staff Analysis 2. Location Map 3. Zoning Map 4. Floodplain Map 5. Environmentally Sensitive Area Map 6. Notification Map 7. Proposed Gas Well Plat 8. Ordinance 9. Planning and Zoning Commission 1/24/2005 public hearing minutes Prepared by: Ron Menguita Planner III Respectfully submitted: ~ w'~..:~ .,-.....~~ ~ #'"....$~~,"-j I!' ~ 'V:f, -~. .. %.'P~ ..~~.,::: ~'Z ' _ ~....;,:-.~ ..,..'. ~,. ~~ ~~..~:; Not. rfl~. ':;~~L.~". ~~"i'..~"~":~1 w '~?~':':':A:.u.7~J.{t,~0r-:~ ..r ~. <1&;.&""'.....' , ~ll ?;) if!) 'fir ~. ~ , ~ Brian Lockley, AICP Interim Director of Planning and Development EXHIBIT 1 CASE NO: S06-0013 DATE TO BE CONSIDERED: March 6,2007 LOCATION: The property is located on both sides Bonnie Brae south of Roselawn Drive. APPLICANT: Dune Energy 3050 Post Oak Boulevard Houston, TX 77056 OWNER: Marvin Henderson Estate Trust P.O. Box 74 Justin, TX 76247 REQUEST: Consider adoption of an ordinance regarding a Specific Use Permit (SUP) to allow gas well drilling and production in a floodway. STAFF RECOMMENDATION: The Planning & Zoning Commission recommends approval of the Specific Use Permit (7-0). Neighborhood Residential 2 (NR-2) zoning district. The purpose of the Neighborhood Residential land use is to preserve and protect existing neighborhoods and to ensure that any new development is compatible with existing land uses, patterns, and design standards. ZONING DISTRICT: The subject site is located within a 100-year Floodplain future land use designation. COMPREHENSIVE PLAN DESIGNATION: SITE AND SURROUNDINGS: The property is currently undeveloped. North: South: West: East: Extraterritorial Jurisdiction (ETJ) - undeveloped vacant land Neighborhood Residential 6 (NR-6) - undeveloped residential zoning Neighborhood Residential 2 (NR-2) - undeveloped residential zoning Neighborhood Residential 2 (NR-2) - undeveloped residential zoning BACKGROUND INFORMATION: The subject site is located in a floodway designated by FEMA (see Exhibit 5). Pursuant to Denton Development Code Subsection 35.22.4.A., gas well drilling and production is allowed in the floodway if the property owner has first applied for and received approval of the City Council for an SUP. In addition to the SUP the applicant is required to obtain a Watershed Protection Permit since the subject site is also located in an Environmentally Sensitive Area. The following section of the Denton Development Code provides for the SUP process for Gas Well Drilling and Production: 35.22.4 Gas Well Drilling and Production by Specific Use Permit or Planned Development Zoning District; Application and Requirements. A. No person, acting for himself or acting as an agent, employee, independent contractor, or servant for any person, shall engage in drilling or production of a gas well within the corporate limits of the City without first obtaining either a Specific Use Permit as required by this Subchapter or unless permitted within a Planned Development Zoning District unless drilling is permitted by right pursuant to Section 35.22.3. A Specific Use Permit shall be required to vary the standards under Subsection 35.22.5. B. An application for a Specific Use Permit or Planned Development Zoning District for the drilling and production of a gas well shall be filed by the person having legal authority. That person is presumed to be the record owner, mineral owner, or the duly authorized agent of either the record owner or the mineral owner. The Chairman of the Development Review Committee (DRC) may require an applicant to submit information of authority to file an application. C. The Chairman of the DRC has the authority to establish requirements for applications in the Application Criteria Manual. No application shall be accepted for filing until it is complete and the fee established by the City Council of the City of Denton has been paid. Incomplete applications shall be returned less a fee for processing determined by the Director of Planning and Development. D. No application for a Gas Well Development Plat, Gas Well Permit, Watershed Protection Permit or any other application for drilling and production of gas within the city limits shall be approved outright or conditionally until a Specific Use Permit or Planned Development District authorizing such use first has been approved. Denial or conditional approval of a Specific Use Permit or Planned Development District for gas well drilling and production shall be grounds for denial or conditional approval of any other permit application pertaining to such use for the same land. ANAL YSIS: The proposed project is within the 100-year floodplain/environmentally sensitive area future land use designation described in the Denton Plan. The 100-year floodplain/environmentally sensitive area is described in the Denton Plan as floodplain areas of Clear Creek, Cooper Creek, Pecan Creek, and Hickory Creek. Additionally, sites have been identified on the land use plan that have significant environmental sensitivity. Regulations that preserve to the maximum extent possible these floodplain areas in their natural condition should be developed and implemented through the land development codes of the city. Quentin Hix of Watershed Protection and Kenneth Banks of Wastewater Administration have reviewed this SUP request. A detailed environment assessment will be performed as part of the Watershed Protection Permit analysis. The Watershed Protection Permit, if approved, will outline erosion control standards in which the applicant is required to follow. In addition to the City development regulations the applicant is required to comply with FEMA regulations. With the issuance of a Watershed Protection Permit, compliance of the erosion control standards set forth as part of the permit, compliance with the provisions of Subchapter 35.22, Gas Well Drilling and Production, compliance with the provisions of Subchapter 35.19, Drainage Standards, and compliance with the provisions of Chapter 30, Flood Prevention and Protection, the SUP request is in compliance with the Denton Plan. DEPARTMENT AND AGENCY REVIEW: The following are comments received from the Development Review Committee regarding this SUP request: Landscaping: Payment into the Tree Fund for 25% of the 6" DBH and greater trees removed during the construction of this gas well development will be required prior to Gas Well permit issuance. Denton Municipal Electric: The developer is responsible for maintaining the level of care set forth by the latest State of Texas and City of Denton adopted National Electrical Safety Code for existing and planned electric utilities in all developments. Engineering: Proposed truck route cannot be utilized. The bridges on Bonnie Brae are not structurally adequate to handle the truckload. All Development Review Committee comments will be addressed prior to approval of a Gas Well Plat. FINDINGS: Pursuant to subsection 35.6.4.B. a specific use permit shall be issued only if all of the following conditions have been met: 1. That the specific use will be compatible with and not injurious to the use and enjoyment of other property nor significantly diminish or impair property values within the immediate vicinity; Upon completion of drilling operations the proposed gas well production will be compatible with and not injurious to the use and enjoyment of other properties in the area. The gas well plat submitted will meet the minimum standards for gas well drilling and production as established by the Denton Development Code. 2. That the establishment of the specific use will not impede the normal and orderly development and improvement of surrounding vacant property; Because the subject site and surrounding properties are within the 100-year floodway and 100-year floodplain, limited development and improvement is allowed. The establishment of the gas wells would not significantly impede the normal and orderly development of the surrounding undeveloped vacant land. 3. That adequate utilities, access roads, drainage and other necessary supporting facilities have been or will be provided; Through the gas well platting process, the applicant will confirm adequate water, access roads, drainage and other necessary supporting utilities are and will be provided. 4. The design, location and arrangement of all driveways and parking spaces provides for the safe and convenient movement of vehicular and pedestrian traffic without adversely affecting the general public or adjacent developments; During gas well drilling the design, location and arrangement of all driveways and parking spaces will provide for the safe and convenient movement of vehicular and pedestrian traffic. There will be one proposed driveway installed. The other driveway exists and will be modified to accommodate proposed equipment traffic. 5. That adequate nuisance prevention measures have been or will be taken to prevent or control offensive odor, fumes, dust, noise and vibration; During drilling operations adequate nuisance prevention measures will be provided by the operator. Upon completion of drilling operations the proposed gas well production would have minimal offensive odor, fumes, dust, noise and vibration. 6. That directional lighting will be provided so as not to disturb or adversely affect neighboring properties; and The operator will take normal provisions to provide directional lighting that will not disturb or adversely affect neighboring properties. Lighting will be minimal on the site. 7. That there is sufficient landscaping and screening to ensure harmony and compatibility with adjacent property. The proposed gas wells will meet all landscaping and tree preservation regulations under Subchapters 13 in the Denton Development Code. Screening will be added upon completion of the drilling. RECOMMENDATION: Based on the analysis and findings listed above, Planning & Zoning Commission recommends approval of the SUP request. EXHIBIT 2 Location Map o Feel o ~ 600 1.200 EXHIBIT 3 Zoning Map o o JOO 000 Feet 1.200 EXHIBIT 4 Floodplain Map R0SEt:I\WN /"":'- .../1 . '''... . ~.~ - --, . \ ""-. . ,,~ \ . ."" 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(;1' ,tI) ,ct (;) <CJ: ~ ih :ih ~: '[I') l: I l:,JJBIHXiI S :\Qur Documents\Ordinances\07\S06-00 13 .doc ORDINANCE NO~ AN ORDINANCE OF THE CITY OF DENTON, TEXAS, APPROVING A SPECIFIC USE PERMIT TO ALLOW GAS WELL DRILLING AND PRODUCTION IN A FLOODW A Y, GENERALLY LOCATED ON BOTH SIDES OF BONNIE BRAE STREET SOUTH OF ROSELAWN DRNE, AND LEGALLY DESCRIBED AS ALL THAT CETAIN TRACT OR PARCEL OF LAND SITUATED IN THE S. PRITCHETT SURVEY, ABSTRACT NUMBER 1004, AND THE J. EDMONDSON SURVEY, ABSTRACT NUMBER 400, DENTON COUNTY, TEXAS, AND BEING APART OF THE 400 ACRE TRACT DESCRIBED IN THE DEED FROM SPRINGSIDE JERSEY FARM TO W. T. HALL RECORDED IN VOLUME 266 PAGE 591 OF THE DEED RECORDS OF DENTON COUNTY, TEXAS, AS RECOGNIZED AND OCCUPIED ON THE GROUND; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THEREOF; PROVIDING A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE. (806-0013) WHEREAS, Dune Energy has applied for a Specific Use Permit to allow gas well drilling and production in a floodway: WHEREAS, on January 24, 2007, the Planning and Zoning Commission concluded a public hearing as required by law, and recommended approval of the requested Specific Use Permit; and WHEREAS, the City Council finds that the change, as conditioned, meets the criteria established in Section 35.6.4 of the Denton Development Code, and is consistent with the Denton Plan and the Development Code; NOW THEREFORE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTIONl. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference and found to be true. SECTION 2~ The Specific Use Permit Site Plan attached hereto and incorporated herein as Exhibit "AU, is hereby approved for the property described in the caption of this ordinance. SECTION 3. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid by any court, such invalidity shall not affect the validity of the _,; remaining provisions and applications, and to this end the provisions of this ordinance are severable~ SECTION 4~ Any person violating any prOVISIon of this ordinance shall, upon conviction, be fined a sum not exceeding $2,090~OO. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense. SECTION 5. This ordinance shall become effective fourteen (14) days from the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record...Chronicle, a daily newspaper published in the City of Denton, Texas, within ten (10) days of the date of its passage. PASSED AND APPROVED this the day of , 2007. PERRY R. 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W5i:l:!~;;' ~~~iE. ~ .l[Z I ~i~~ ~ ~O::!llll""" ~~~~:~ ~~~~2~ ~:~~~~ \ l! \\~ il ~ ~~~~p~' 'I i = ~ ~ ~ I ~ lid! i I '" z r->~ ~ ~ 1~lln I i II ~ : j UJP ! D ~ I 10- ~o: wZ Q8 , 10- oDU ::::J (.") CondenseIt TM Page 13 Page ]5 1 COMMISSIONER STRANGE; our next item is 1 above, staff recollunends approval of this sup request. At 2 Item number 3B which is a Specific Use Pcnllit to allow gas 2 this tilne, I'd be happy to answer any questions. We do 3 well drilling in a floodway" proposed gas well develop men t 3 have the app licant present here if you have any questions 4 is loc,ated on Bonnie Brae south of Roselawn Drive ,^,ithin 4 for them. 5 Neighborhood Res idential 2 Zoning District. Mr. Mcnguita. 5 COMMISSIO~ER STRA~GE: Any questions of 6 r-..fR. ME~GL1TA: Good evening~ Chair. 6 staff? Thank you~ Mr. Menguita. 7 Me1nbers of the COlnlnission, the applicant is requesting an 7 MR. MENGU[TA: Thank you. 8 sup to allow gas well drilling and production wi thin a 8 COMMISSIO:-ffiR STRANGE: \ve t 11 now open the 9 flood plain. The site is zoned NR - 2. Pursuant to the 9 Pub lie I learing. Is the applicant here and do they wish to 10 Denton Development Code, Subsection 35.22.3.A gas well 1 0 speak? 11 drilling is pennitted by right within the NR-2 zoning 11 MR. COLEMA..'\: Good evening, Chair and 12 district. 12 Colmnission. My nallle is Bill Coleman. My address is 300 13 I-Io\vevcr, because the gas well" proposed gas 13 North Ehn Street in Denton~ Texas. Coleman Associates 14 well sites are located within the flood plain, pursuant to 14 Land Surveying has been retained by the applicant in this 15 Denton Developtnent Code Subsection 35.22.4.A gas well 15 matter to present this to the COlmnission. This is a very 16 drilling and production is allowed in a floodwa y if the 16 -- the en tire site is within the flood plain. The only 1 7 property owner has app lied for and received approval from 17 way to drill this is 10 go through thi s process . We have 18 the City Council for an sUP. The site is also within an 18 already submitted a gas well development plat to tile City. 19 en vironmen tal sensitive area as shown here on this map. 19 We have been over their comnlcnts . We don' t foresee any 20 Pursuant to the Denton Develop111ent Code 35.22.5.A.8, a 20 problems with what v-letre doing. As far as tIle gas \veil 21 Watcrshed Protection Pennit is required for locating a gas 21 develoPlnent plat goes, we just need your pcnnission to go 22 well within an environnlental sensitive area. 22 fonvard. And to do that, we need this sUP. so that's v..,hy 23 Quinton lIicks of the watershed protection 23 we're here. If you have any questions rll be glad to 24 as well as Dr. Kenneth Banks of the Waste Water 24 answer thelli rather than go into a long presentation at 25 Administration have reviewed this sUP and a detailed 25 this tirne. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Page 14 environlnental assessment will be perfonned as part of the 1 Watershed Protection Pennit which the applicant will be 2 applying for in conjunction with his gas well plat 3 application. 4 With the is sua nee of a Watcrshed Protection 5 Pertnit; compliance with the erosion control standards set 6 forth by that pennit as well as cOlnpliance with Subchapter 7 35.22 which sets the regulations for gas v./ell development 8 ~- r m SOrry1 gas well drilling and prod uction~ and als 0 9 cOlnpliance with Subchapter 35.19 that deals with drainage 10 standards again because it is wit11in the Dood plain. And 11 also cOlnpliance with provisions of Chapter 30, \\,Thich is 12 the flood prevention and protection chapter in our 13 Municipal Code. This sUP request is in cornpliance with 14 the Denton Plan. 15 In addition, pursuant to Subsection 16 35.6.4.B~ a Specific Use Pcnnit shall only be issued if 17 all of the conditions have been met as you see in your 18 backup and the applicant has met all seven conditions. 19 Notifications were sent out wi thin the 200 20 notification area -- I'm sorry, 200 feet notification area 21 as well as courtesy notices to residents of property 22 owners within the 500 notification area. As of today we 23 have not received any response to those notifications. 24 Based on the analysis and findings listed 25 Page ]6 COMMISSIONER STRANGE~ AnY questions of the applicant? I probably only have two, Mr. ColClnan. MR. COLEMAN; okay. COMMISSIONER STRANGE: since thi s entire site is wi thin a flood plain, and this Cornmis sian \-\forked extens ively on the gas well ordinances last year or the year before~ one thing we were concerned a bout was the pas sibility that any flooding could invade or roll over to an y of your water storage tanks and cause contamination of the watershed. Is there n are you addressing that or is that sOlnething you've worked -- MR. COLE!'vIAN: Yes, we \vill. We will address that with the gas well development plat. The requireInent is that the containlnent be above the base flood elevation and that the containment area contain evcrytlling that will be in the tank so there won r t be any spillage out in case the tanks leak. There should not be any incursion in to as long as the flood waters mnain within the des ignated BFE elevation. Shou ld a greater flood occur, we have no control over that, have no idea \vhat will happen. But I think incursion of flood waters into the ga s well tanks will be the lea s t of our worries if tha t should happen. COMMISSIONER STRA.NGE~ And that base flood elevation, is it based on a 100-year flood? PLANNING & ZONING REGULAR SESSION, JANUARY 24, 2007 Page 13 - Page 16 CondenseIt TM Page 17 Page 19 1 MR. COLE~A~: Yes, sir. Bas:ed on a 1 2 IOO-year flood and it's published by FErvt~ on the flood 2 3 insurance rate maps and thaf s v.,rhat we go by. In the City 3 4 Ordinances, they do have free board requirements, and Vle 4 5 ,"rill meet thezn. 5 6 COMMISSIO:N"ER SIR1\... '\~GE: okay. And the other 6 7 ques tion I had was on tree preservation. It says here 7 8 you're going to cOlnply with tree preservation. To what 8 9 extent -- 9 10 MR. COLEMAl':: Yes, we will. There are only 10 11 a few trees he didn't show on here. We're asking for the 11 12 entire site. There are t\Vo drill sites. One of the drill 12 13 sites will have a few trees to be fetnovcd. Overall the 13 14 en tire site will far exceed the tree expectations and any 14 15 mitigation required for those few trees that are retnovcd 15 16 will definitely be taken care of at the tilue of pennit. 16 17 COMMISSIONER STRANGE: okay. Any lnore 17 18 questions of the applicant? Thank you very much. 18 19 MR. COLEMAN: Thank you very much. 19 20 COMMISSIONER STRASGE: Is there anyone else 20 21 here who \vishes to speak on this iteJ.n? We have no cards. 21 22 We will nov./ close the public hearing. Do \ve have a motion 22 23 on this i teIn? 23 24 COMMISSIO~ER ANDERSON: SO 1110Ved. 24 25 COMMISSIONER STRANGE: We have a motion by 25 Page 18 Page 20 1 Ms. Anderson. Do we have a second? 1 2 COYlMISSIOXER LYKE: second. 2 3 COMMISSIONER STRA.NGE: And a second by Dr. 3 4 Lyke. We have a motion and a second. Any discussion? 4 5 Please, vote. Iteln passes 7-0. 5 6 6 7 7 8 8 9 9 10 10 11 11 12 12 13 13 14 14 15 15 16 16 17 17 18 18 19 19 20 20 21 21 22 22 23 23 24 24 25 25 PLANNING & ZONING REGULAR SESSION, JANUARY 24, 2007 Page 17 - Page 20 AGENDA INFORMATION SHEET AGENDA DATE: March 6,2007 DEPARTMENT: Tax ACM: Jon Fortune tf SUBJECT Consider for approval an ordinance authorizing the Mayor or his designee to enter into an Interlocal Agreement with Denton County for the County to provide property tax billing and collection services for the City of Denton and to repeal all ordinances to the extent of conflict therewith (the split-payment option for payment of taxes); and providing an effective date. BACKGROUND The City of Denton Tax Office monitors 37,486 property tax accounts. This includes updating ownership records, changing levy amounts, mailing of current and delinquent statements, answering tax questions, as well as, collecting and posting payments. Currently, all billing efforts are conducted through the City Tax Office. On a daily basis staff responds to requests for information by citizens, other tax entities, and tax services. In addition, staff is responsible for updating and processing mowing and paving liens, filing and releasing mobile home liens, updating confidential accounts, preparing supplemental roll changes to the city tax rolls as provided by the DCAD, ensuring compliance of the Tax Department activities with State Law, and processing tax refunds. Tax Statements are processed and mailed in October, February, and May. Additionally, supplemental statements are mailed monthly and over-65 courtesy statements are mailed quarterly. Tax staff is also responsible for working with the tax collection attorney on necessary legal action for delinquent tax accounts and for performing tax analysis. Collection efforts are conducted through the Internet, over-the-counter (OTC), and mail. Mailed payments are processed by the Tax Office, while OTC transactions are processed by the Utilities Cashiering Unit. Historical and Trend Analysis Currently all taxpayers that pay City of Denton taxes also pay taxes to Denton County (County), as well as the majority of Denton Independent School District (DISD) taxpayers. The Denton County Tax Office currently bills and collects taxes for the County and the DISD. The City maintains a separate tax office for tax billing and collections. The City Council has requested information as to the feasibility of consolidating City tax collections with the County. Staff has been working with the County Tax office to obtain comparison data for each entity. The following is a 5-year comparison of collection rates for the three entities, including a 5-year average and the cumulative impact had the County collected the City's taxes the last 5 years assuming the County's collection rate and the DISD rate. Collection Rate History 5-Year Cumulative Entitv 2001 2002 2003 2004 2005 Average Impact City of Denton 98.26% 98.57% 98.47% 98.33% 98.70% 98.47% $ Denton County 98.24% 98.53% 98.69% 98.82% 98.58% 98.57% $ 198,127 Denton ISD 97.69% 98.25% 98.34% 98.52% 98.56% 98.27% $ (208,725) ISSUES In reviewing the process of billing and collection of property taxes, staff has identified several key points that need to be considered before consolidation of tax billing and collection services with the County can be determined. . A decision to consolidate the Tax department would need to be made in March. This would enable the City and County to convert historical data, notify the Denton Central Appraisal District of the change, and allow the County the opportunity to add needed resources during its budget process. . The City currently allows a split payment option for payment of taxes. This allows a person to pay one-half of the current taxes amount before December 1 and remaining one-half of the taxes without penalty or interest before July 1 of the following year. The City of Denton originally approved the split payment option in 1966, with amendments in 1989. For FY 2005-06, this option costs the city an estimated $1,717 in lost investment revenue. There were 79 accounts that took advantage of the split payment option, which resulted in $62,203.09 in collections being postponed to a later date. Because the County does not allow the split payment option the City would need to rescind the option if the decision is made to consolidate collections. Processes . The County's goal is to have statements mailed by October 20. This is consistent with the City's current practice. . Collections are sent daily via ACH to the City from October 1 - March 31 and on Wednesdays and the last day of the month from April 1 - September 30. . All outstanding property tax payments would be transferred to the County and maintained in their system. . The County currently offers the same payment options as the City. Payments are conducted through the Internet, over-the-counter, and mail. Credit card fees are paid by the cardholder and not absorbed by the entity. . Delinquent taxes are turned over to each entity's own tax collection attorney, therefore the City would keep its current contract with Sawko & Burroughs. Other Issues . The City purchased its current tax system from Spindlemedia, Inc in 2001. The total cost of the system was $146,000 (cash). o Annual maintenance $19,000 o Annual depreciation on the system is $18,250/year for eight years. . Depreciation is recognized as a cost recovery component for the possible future purchase cost of new software. . One tax statement consisting of all jurisdictions. o Advantage - Taxpayers would get one statement and make one payment, as well as, easily compare the tax rates for all entities. o Disadvantage - If one taxing entity increased its tax rate and the City maintained or lowered its rate, the positive impact of the City could be overshadowed by the increase of another jurisdiction. . Other issues include lack of accessibility to tax records by City departments, may reduce report availability and timeliness. Cost Analvsis The following is a cost analysis comparing outsourcing tax billing and collections with in-house provided services. The annual savings the first year are estimated to be $73,525 based on FY 2006-07 budget data. Additional savings of $19,000 would be realized when the maintenance on the current system is discontinued. The tax system cost includes three components: Annual maintenance Web payment access maintenance Depreciation $19,000 2,771 18~250 $40,021 Web payment access maintenance would be eliminated for FY 2007-08. Staff would recommend continuing some level of system maintenance through FY 2007-08 for backup and conversion purposes. Though the tax system was paid with cash, staff has recognized deprecation in the cost analysis for possible purchase of a new system or upgrades in future years if tax collections are maintained by the City. Because Tech Service charges are based on prior year activity, there would be an additional year support cost. The savings in future years are estimated to be $10,000 - $15,000. COLLECTION COST COMPARISON Fiscal Year 2006-2007 Budget County Billina Rate Statement Preparation October Billing October Mortgage Billing Monthly Supplemental Billing Statements (FY2005-06 Actuals) 34,090 13,145 4,785 $ 0.67 $ 0.67 $ 0.44 February Billing May Billing $ 0.67 $ 0.67 2,649 3,488 City of Denton Onaoina Cost Other Expenses Personal Services Tax Analyst II Tax Analyst I (1) Postage (mowing/misc. liens) Copy Charges Print Charges Supplies Commercial Insurance Self Insurance Premium Transfers & Services Tech Services Transfer Tax System (includes system depreciation) (2) Tax Analysis, Laserfiche, Computers, etc. Customer Service Transfer Tax Transactions Services (phones, advertising, licenses, etc.) Transition Cost Programming Fee Total Other Expense Total Expenditures FOREGONE REVENUE (Opportunity Cost) Split Payment Option-lost interest (increased revenue) Interest Income (lost revenue) Tax Roll Processing Fee (lost revenue) Tax Certificates (lost reven ue) Net Foregone Revenue Net Total Cost Tax Office Budget Tax Office Budget with County with Current Consolidation Utility Customer of Tax Billing Service & Collections Collections $ 22,840 8,807 2,105 1,775 2,337 $ 37,865 $ - 59,115 59,115 53,358 5,000 13,823 2,000 3,063 - 3,229 4,000 5,300 1,679 1,679 868 868 19,000 40,021 33,602 38,627 39,655 8,051 19,638 5,000 1,000 $ 139,315 $ 278,376 $ 177,180 $ 278,376 $ (1,717) $ 18,698 9,400 1,290 $ 27,671 - $ 204,851 $ 278,376 (1 ) If tax collections are outsourced, one FTE would be eliminated (currently vacant) (2) If tax collections are outsourced maintenance would continue to be paid for FY 2007-08. OPTIONS 1. Approve the Interlocal Agreement with Denton County for the billing and collection of property taxes. 2. Not approve the Interlocal Agreement with Denton County for the billing and collection of property taxes and to maintain a separate tax office for the City. RECOMMENDATION The current analysis estimates cost savings in the first year of $73,525. There is potential for savings in future years if the decision is made to eliminate support for the current tax software. Based on the information presented above, staff is recommending that the property tax billing and collection functions be consolidated with Denton County through an Interlocal Agreement for Tax Year 2007. PRIOR ACTION/REVIEW (Council.. Boards.. Commissions) The Audit and Finance Committee received a presentation on February 19,2007 and recommend approval (3-0). FISCAL INFORMATION Estimated savings the first year are $73,525. EXHIBITS 1. Ordinance 2. Interlocal Agreement Respectfully submitted, ~...... p6r.' ,-'~ . . . - ~- . is:: ... .~ - ..; ~ Jon Fortune Assistant City Manager Prepared by: ...d~ 0.. ~ ,. .... , Gary A. Calmes Interim Treasury & Tax Manager S:\Our Documents\Ordinances\07\Denton County Property Tax Interlocal Agreement.DOC ORDINANCE NO. AN ORDINANCE AUTHORIZING THE MAYOR OR HIS DESIGNEE TO ENTER INTO AN INTERLOCAL AGREEMENT WITH DENTON COUNTY FOR THE COUNTY TO PROVIDE PROPERTY TAX BILLING AND COLLECTION SERVICES FOR THE CITY OF DENTON AND TO REPEAL ALL ORDINANCES TO THE EXTENT OF CONFLICT THEREWITH (THE SPLIT -PAYMENT OPTION FOR PAYMENT OF TAXES); AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City and Denton County (the "County") desire to enter into an Interlocal Agreement for the County through its duly elected tax assessor-collector to act as tax assessor and collector for the City property tax collection; and WHEREAS, the County is well equipped to perform this service; and WHEREAS, the City Council finds that the Interlocal Agreement is in the public interest; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference. SECTION 2. The Mayor, or his designee, is hereby authorized to execute the Interlocal Agreement of behalf of the City. The City Manager, or his designee, is hereby authorized to carry out the rights and duties of the City under the Interlocal Agreement including the expenditure of funds provided for therein. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this day of , 2007. PERRY R. McNEILL MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY BY: INTERLOCAL COOPERATION AGREEMENT - TAX COLLECTION THIS AGREEMENT is made and entered into this day of 2007, by and between DENTON COUNTY, a political subdivision of the State of Texas, hereinafter referred to as "COUNTY," andt the CITY OF DENTON, Denton County, Texas, also a political subdivision of the State of Texas, hereinafter referred to as tlMUNICIP ALITY." WHEREASt COUNTY and MUNICIPALITY mutually desire to be subject to the provisions. of V,T.C:A. Government Code, Chapter 791, the Interlocal Cooperation Act, and V~T.C.A., Tax Code, Section 6.24; 'and WHERE~S, MUNICIPALITY has the authority to contract with the COUNTY for the COUNTY to act as tax assessor and collector for MUNICIP ALITY and COUNTY has the authority to so act; - NOW THEREFORE; COUNTY and MUNICIPALITY, for and in consideration of" the mutual promises, covenants.. and agreements herein contained, do agree as follows: I. The effective date of this Agree~ent shall be the 15t day of October, 2007. The term of this Agreement shall be for a period of one year.. from October I, 2007, to and through September 30, 2008, This Agreement shall be automatically renewed for an additional one (1) . - :year term at the discretion of the COUNTY and MUNICIPALITY, unless written notice of . '- termination is provided by the terminating party to the other party prior to one hundted-fifty (150) days 6fthe expiration date of the initial term of the Agreement Page 1 of 10 II. For the purposes and consideration herein stated and contemplated, COUNTY shall provide the following necessary and appropriate services for MUNICIPALITY to the maximum extent authorized by this Agreement, without regard to race, sex, religion, color, age, disability, or 'national origin: - 1. COUNTY, by and through its duly elected tax assessor-collector, shall serve as tax assessor-collector for MUNICIPALITY for ad valorem tax collection for tax year 2007, and each tax' year for the duration of this Agreement COUNTY agrees to perform all necessary ad valorem ,assessing and collecting duties for MUNICIPALITY and MUNICIPALITY does hereby expressly authorize COUNTY to do and perform all acts necessary and proper to assess and collect taxes for MUNICIPALITY. COUNTY agrees to collect base taxes, penalties, interest, and attorney's fees~ 2. CO,UNTY agrees to prepare and mail all' tax statements; provide monthly collection reports 'to MUNICIPALITY; prepare tax certificates; develop and'maintain both . current and delinquent tax rolls; meet the requirements of Section 26.04 of the Texas Tax Code; and to develop and maintain such other records and forms as are necessmr or required by State law, rules, or regulations. 3. COUNTY further agrees that it will calculate the effective tax rates and rollback tax rates for MUNICIPALITY and that such calculations will be provided at no additional cost to MUNICIPALITY~ The infonnation concerning the effective and rollback:tax rates will be. published in the form prescribed by the Comptroller of Public Accounts of the State of Texas,' and as required by Section 26.04 of V.T.C.A. Tax Code~ DISTRICT shall notify tax assessor- collector at least 7 days before DISTRICT wishes publication of forms specified in this section.. Page 2 of 10 - It is understood. and agreed by the parties that the expense of publication shall be, borne by MUNICIPALITY and that COUNTY shall provide MUNICIPALITY's billing address to the newspaper publishing the effective and rollback tax rates. . . 4., COUNTY agrees, 'upon request, to offer guidance. and the necessary forms fOf. posting notices of required hearing and' quarter-page notices as. required by Sections 26.05 and 26.06 of V"T,C.A. Tax Code, if DISTRICT requests such' 7 days in advance.. Should MUNICIPALITY vote to increase its tax rate'above the rollback tax rate, or more than three percent (3%) above the effective tax rate, whichever is l~wer, (or other limits required by current legislation) the required publication of quarter-page notices shall be the responsibility of MUNICIP ALITY. 5.. COUNTY agrees to develop and maintain written policies and procedures of its operation. COUNTY further agrees to make available full information about the operation of the County Tax Office to MUNICIPALITY, and to promptly furnish written reports to keep' MUNICIP ALITY informed of all financial information affecting it 6. MUNICIPALITY agrees to promptly deliver to COUNTY all records that it has accumulated and developed in the assessment and collection of taxes, and to cooperate in furnishing or locating any other information and records needed by COUNTY to perform its" duties under the terms and conditions of this Agreement 7.. COUNTY agrees to allow an audit of the tax records of MUNICIPALITY in COUNTY'S possession during normal working hours with at least 48 hours advance, written, notice to COUNTY. The expense of any and all such audits shall be paid by MUNICIPALITY. A copy of any and all such audits shall be furnished to COUNTY. Page 3 of 10 8~ If required by MUNICIPALITY, COUNTY agrees to obtain a surety bond for the County Tax Assessor/Collector. Such bond will 'be conditioned upon the faithful performance of the Tax Assessor/Collector's, lawful duties, will be made payable to MUNICIP ALITY and in an amount deterinined by the governing body of MUNICIPALITY. The premiwn for any such bond shall be borne solely by MUNICIPALITY. 9. COUNTY agrees that it will place quarter-page advertisements in newspapers , , serving Denton County in January, 2008, as a reminder that delinquent tax penalties will apply to all assessed 'taxes which are not paid by January 31, 2008. The advertisements will be printed two times in each paper between January 5th and January 25th. 10. COUNTY agrees that it will ,fax, mail or post to a secure website collection reports to MUNICIPALITY listing current taxes, delinquent taxes, penalties and interest on a daily basis between October 1~ 2007 and March 31,2008 and on a weekly basis between Aprill, - 2008 and September 30, 2008; provide monthly Maintenance and Operation (hereinafter referred to as "MO"), and Interest and Sin..King (hereinafter referred to as "IS") collection reports; provide monthly recap reports; and provide monthly attorney fee collection reports. 11. MUNICIPALITY retain's its right to select its own delinquent tax collection attorney and COUNTY agrees to reasonably cooperate with the attorney selected by MUNICIPALITY in the collection of delinquent taxes and related activities. III. COUNTY hereby designates the-Denton County Tax Assessor/ Collector to act on behalf of the County Tax Office and to serve as Liaison for COUNTY with MUNICIPALITY. The County Tax Assessor/Collector, and/or his/her de~ignee, shall ensure the performance of ,all duties and obligations of COUNTY; shall devote sufficient time and attention to the execution of Page 4 of 10 '. said duties on behalf of COUNTY in full compliance with the terms and conditions of this Agreement; and shall provide immediate and ~irect supervision of the County Tax Office employees, agents, contractors, subcontractors, and/or laborerst if any, in the furtherance of the purposes, terms and conditions ~f this Agreement for the mutual benefit of COUNTY and MUNICIP ALITY. IV. COUNTY accepts responsibility for the acts, negligence, and/or omissions related to property tax service of all COUNTY employees and agents, sub-contractors and lor contract laborers, and for those, actions of other persons doing work under a contract or agreement with COUNTY to the extent allowed by law. v. MUNICIP ALITY accepts responsibility for the acts, negligence, and/or omissions of all MUNICIPALITY employees and agents, sub-contractors and/or contract laborers, and for those of all other persons doing work ll..l1der a contract or agreement with MUNICIPALITY to the extent allowed by law. VI~ MUNICIPALITY understands and agrees that MUNICIPALITY, its employees, servants, agents, and representatives shall at no time represent themselves to be employees, servants, agents, and/or representatives of COUNTY. 'COUNTY understands and agrees that , COUNTYt its employees, servants, agents, and representatives shall at no time represent themselves to be employees, servants, agents, and/or representatives of MUNICIPALITY. Page 5 of 10 VII. For the services rendered during the' 2007 tax year, MUNICIP ALITY agrees to .pay COUNTY for the receipting, bookkeePing, issuing, and mailing of tax statements as follows: 1. The curient tax statements will be mailed on or about October 20th or as soon thereafter as practical. The fee for this service will be Sixty-Seven Cents ($.67) per statement. If MUNICIPALITY does not adopt a tax rate before September 29, 2007, the, tax rate for MUNICIPALITY will be set at the lower of the effective tax rate calculated for that year or the tax rate adopted by MUNICIPALITY for the' prece'ding tax year. Before the fifth day after establishment of a tax rate under this provision, MUNI CIP ALITY must ratify the applicable tax rate in the manner required by Article 26.05(b) of the Texas Tax Code~ 2. An additional notice will be sent during the month of March following the initial mailing provided that MUNICIPALITY has requested such a notice on or before February 28th~ The fee for this service will be charged at the existing first class letter rate set by the United States Postal Service (currently $.39) plus a $.O~ processing fee per statement. 3. At least 30 days, but no more than 60 days, prior to April 1st, and following the initial mailing, a delinquent tax statement meeting the requirements of Section 33.11 of. the Texas Property Tax Code will be mailed. The fee for this service will be SixtY-Seven Cents ($~67) per statement 4'. At least 30 days, 'but no more than 60 days, prior to July 1 st, and following the initial mailing, a delinquent tax statement meeting the requirements of Section 33.07 of the Texas Property Tax Code will be mailed.. The fee for this service will be Sixty-Seven Cents ($.67) per statement. Page 6 of 10 5 ~ In event of a successful rollback election which takes, place after tax. bills for MUNICIPALITY have been mailed, MUNICIPALITY agrees to pay COUNTY a programming charge of $l,OOO~OO~ -An additional postage charge, at the first class letter rate (currently $.39) plus a $.05 processing fee per corrected statement, to comply with Property Tax Code Section 26~07 (f), will be ,charged. When a refund is required per Property Tax Code Section 26~07 (g), a $~05 processing fee per check will be charged, in addition to the corrected statement mailing costs. Issuance of refunds, in th~ event of a successful rollback election, will be the responsibility of the COUNTY. DISTRICT will be billed for the refunds, postage and processing fees~ 6. MUNICIPALITY understands and agrees that COUNTY will pill MUNICIPALITY ~ollowing each mailing for which charges 'are permitted. Payment is due upon receipt oft~e statement~ 7. MUNICIPALITY further understands and agrees that COUNTY (at its sole , discretion) may increase or decrease the amounts charged to MUNICIPALITY for any renewal year of this Agreement, provided that COUNTY gives written notice to MUNICIPALITY sixty (60) days prior to the expiration date of the initial term of the Agreement.. VIII. COUNTY agrees to remit all taxes, penalties, and interest collected on MUNICIPALITY's behalf and to deposit such funds into the MUNICIPALITY's depositories as designated: 1. For deposits of tax, penalties, and interest, payment shall be by wire transfer or by check sent by mail to MUNICIPALITY's accounts only, and segregated into the appropriate MO and IS accounts. Page 7 of 1 0 x. - This Agreement represents the entire agreement between MUNICIPALITY and COUNTY and supersedes all prior negotiations, representations, and/or agreements~ either written or oral. This Agreement may be amended .o~ly by written instrument signed by the governing bodies. of both MUNICIPALITY and COUNTY or those authorized to sign on behalf of those governing bodies. Page 8 of 10 XI. Any and all written notices required to be given under this Agreement shall be delivered or mailed to the listed addresses: COUNTY: County Judge of Denton County 11 0 West Hickory _'. - Denton, Texas 76201 Telephone 940-349-2820 MUNICIPALITY: The City of Denton 215 E~ McKinney ,- . Denton, TX 76201 940-349-8535 Contact: Jon Fortune, Assistant City Manager XII~ MUNICIPALITY hereby designates . to act on behalf ,of MUNICIPALITY, and to serve" as Liaison for MUNICIPALITY to ensure the performance of all duties + and obligations of MUNICIPALITY as stated in this Agreement. MUNICIPALITY's designee shall devote sufficient time and attention to the execution of said duties on behalf of MUNICIP ALI1;Y in full compliance with the terms and conditions of this Agreement; shall provide immediate and direct supervision of the MUNICIPALITY employees, agents, contractors, subcontractors, and/or laborers, if any, in the furtherance of the purposes, terms and conditions of this Agreement for the mutual benefit of MUNICIPALITY and COUNTY. Page 9 of 10 XIII. In the event that any portion of this Agreement shall be found to be contrary to law, it is the intent of the parties that the remaining portions shall remain valid and in full force and effect. to the extent possible. XIV. The undersigned officers and/or agents of the parties are the properly authorized officials and have the necessarr authority to execute this agreement on behalf of the parties, Each. party hereby certifies to the. other that . any resolutions necessary for this Agreement have been duly, passed and are now'in full force and effe~t. Executed in duplicate originals this,- day of 2007. COUNTY MUNICIP ALITY Denton CoUnty 1- 1 0 West Hickory Denton; Texas 76201 The City of Denton 215 E~ McKinney Dent~n, TX 76201 BY: Honorable Mary Horn Denton County Judge , ',. BY: . Title: A TrEST: ATTEST: BY: . Cynthia Mitchell, Denton County -Clerk BY: - .Name Title' APPROVED FORM AND CONTENT: APPROVED AS TO FORM: Steve Mossman Denton County Tax Assessor/Collector Kim Gilles Denton County , ... 'Assi~tant ,District Attorney Page IO.of 10 APPROVED AS TO FORM: ' CITY ATTORNEY CITY OF DENTON. ~~ 8Y:~ AGENDA INFORMATION SHEET AGENDA DATE: March 6,2007 DEPARTMENT: City Manager's Office CM: George Campbell, City Manager SUBJECT Consider nominations/appointments to Boards, Commissions and Committees. BACKGROUND Andy Shelton has resigned from the Traffic Safety Commission. This is a nomination for Council Member Heggins. If you require any further information, please let me know. Respectfully submitted: Jennifer Walters City Secretary S : \Agenda Items\Board-Commission vacancies.doc