Roswell Public Facilities Authority (PFA) Meeting
Video Transcript
Duration: 18 minutes
Speakers: 5
There you go. I can't reach it. Welcome. Welcome to the initial.
Good. Hello? Is this televised? I hope not.
Okay. Perfect.
Welcome to the initial meeting of the,
Public Finance Authority.
I'm Allen Sells, and I am joined by the members of the public finance authority who are currently seated and are also the council.
To my right is mayor Kurt Wilson,
Christine Hall, council member Christine Hall, council member David Johnson,
council member Sarah Beeson, council member Lee Hills.
Mister Morflin is out today,
and we all have a short amount of business to do, so let's get started.
We have some minutes from the previous meeting which were circulated beforehand. Any comments or questions about the board minutes?
No, sir. Alright.
Do I have a motion to approve the minutes from the September
10?
Second. David Johnson.
Motion by David Johnson, second by Lee Hills. All in favor?
The vote passes unanimously.
Next, we're going to take up the bylaws, which,
hopefully you had a chance to read.
You're going to present that as well or is David going to present that?
Thank you, Chairman
Sells.
Yet the bylaws are in front of you.
I will just call your attention to the purposes of the PFA, which are providing buildings, facilities, equipment, and services for the citizens of Roswell,
and the fact that it will take five members
of the body to create a quorum.
I don't believe we have bylaws.
Do what? I'm not doubting their existence.
We just don't have a bylaws
in front of us. Because I study Thank you. Yeah. We don't have anything.
This is my copy. They're right here.
Yeah. Any other questions? We should we should pause a moment. What's up?
Basically, they just follow the state law and what the authority can do.
Why don't you spend just a second while I take a gander through that talking about
the manner of acting,
of the Board, just briefly go through that section nine talking about quorum and stuff like that for just a second so they all know
what we're doing. So basically, it takes five members of the authority to, have a meeting.
At the meeting,
you can,
that's when you can do the action. The the chairman has the ability to appoint committees, subcommittees, basically.
But
the real intention of the act is to allow the public facilities authority
to provide
buildings,
equipment services
for the city of Roswell,
and they can do that by vote,
just like a mayor and council meeting. There there
will be at some point a citizen member
of the authority,
but they have to be appointed by the mayor and council at a mayor and council meeting.
Thank you, Mr. Davidson.
And of course as we said at the time we formed this from the dais, the purpose of this is, as David said, specifically public finance. So it's things that are
this is not economic development per se. It is for things that that well for the benefit of Roswell residents and the ones that we'll be talking about soon are focused completely and totally on that.
So, all right.
I know you guys haven't had much time in the moment at hand. If you did read them ahead, if you have any questions, this would be a great time to
put those forward. Thank you.
Any questions at all?
Council member Beeson. Bay Number Beeson.
Looking up for qualifications for office section two under
article eight,
is it my understanding that they do not need to be a resident of the city of Roswell per these bylaws?
So
the way that it was adopted by council is you will have one member
at large that is a resident of Roswell.
Okay. But with the qualifications for office, none of the residency requirements are mentioned? So the members
of the authority other than the resident are all council members? By default. Yeah.
Okay. But I realized too that it the chair, vice chair, secretary, and treasurer aren't necessarily
members of the authority. Correct? That's that so the vice chair will be Chair will be. Yeah. Yes.
Secretary of the state law requires
this. What article are you in? Yeah. So
article eight, subsection three, or one through three of
Sorry. I I misunderstood
your question. So basically,
the Chair and the Vice Chair
have to be residents of or members of the authority. Okay. It could be council member
or resident of Roswell. The Secretary,
treasurer,
and deputy secretary do not have to be citizens of Roswell. That's what I need to make sure. Thank you. They can be staff.
Correct.
Correct. I understand that we've had staff and other appointed positions who are residents of Roswell, but this one is not the same residency requirements that we hold for the board. So I wanted to confirm that that's the case.
Very good. Any other questions or comments?
There being none. Anybody have anything to say before we
ask for a motion to adopt the bylaws of the PFA?
Alright. Do I have a motion to adopt
the bylaws of the PFA as presented?
Motion to adopt. Motion by council member by PFA member Lee Hills.
Second. Second by PFA member Christine Hall.
All in favor, say aye.
Aye. Raise your hand.
Aye. Aye and raise your hand.
Very good. Very good.
Alright. Moving on to the regular agenda.
Appointment of the officers of the PFA and that's going to be presented by
Mr. Godshall, CFO.
Thank you, Chairman Hills.
As previously discussed,
we do have offices that need to be filled for the PFA.
We have already, the council and mayor have already appointed you as chair, so that position is filled.
All the required offices are vice chair, treasurer, secretary and assistant
secretary. And to
clarify on article eight section two,
the roles of treasurer, secretary, assistant secretary do not need to be members of authority nor do they need to be citizens of of Roswell.
The vice chair and the chair do in fact need to be citizens of Roswell and, members of the authority.
To, we are not going to propose a vice chair today. We still have to,
add,
an eighth member and we'll do that,
shortly,
in a subsequent council meeting and the next time PFA convenes, we can recommend and bring forward a vice chair nominee.
For treasurer,
we're bringing forward myself, CFO of the city. For secretary, we'll bring forward Nancy
Long.
Yeah. Sorry, Nancy.
Clerk of the City and for assistant secretary, we're bringing, we're nominating Michelle Miller,
deputy clerk for the City.
Any questions?
Comments or questions about the
recommendations of staff for the
positions?
PFA member Piesen. There you go.
I just wanted to confirm,
with staff. I understand that the PFA is something new for the city of Roswell.
But given this format
that it's predominantly the elected officials and staff members with the exception of one person who we get to appoint,
is this fairly standard for other cities in terms of how it's composed and compromised or comprised?
Yes. We modeled this after Sandy Springs and they do it the exact same way. Thanks.
And isn't it statutory, David, that we get
that the members are the council?
Yes. Okay. Thank you.
And to clarify on David's point, the Sandy Springs CFO is also their treasurer and their clerk is also secretary.
Appreciate it. Just wanted to confirm that this is fairly
normal. Right. Okay.
Any other questions or comments?
Kurt?
Yeah. Just an outstanding list of
nominees that you that you selected. We we we did a thorough, thorough investigation
on on that. Yeah. Well done.
Very good. Well, thank you guys for serving. All three of them. So let's, let's have a motion to adopt the slate as put forward with,
by Mr. Gotcha.
Motion by PFA member David Johnson.
Second.
Second by PFA member Christine Hall.
All in favor, please, David, by raising your hand.
Let the record show that the vote is unanimous to accept the slate of the officers,
put forward by mister,
Gottschalk.
Alright. So issue two
or issue four, a discussion of bond resolution to begin the process for issuance of revenue bond in order to provide funds for the acquisition of land and parks and recreation not to exceed $10,000,000
Mr. Gunshaw?
So this is a discussion matter only.
We do not have to propose a vote, at this time,
but I did want to,
bring the authority up to speed on actions taken
and steps to be taken.
As you all know, as members of council and Mayor, you approved the purchase of the Spruill property
about a month ago for $7,500,000
with the decision
as subsequently made that we would finance that purchase through the PFA,
including some design, build engineering costs in the PFA.
So in that process, we have begun a private placement
offering with no binding obligations on this PFA or the city at this point is simply a request for proposals,
proposals,
to provide rates, dollar amounts, repayment terms and so forth,
over fifteen and twenty year periods. That RFP was released
on July 9,
to approximately 30 banks.
We have a response date of
July 30 to receive the bids.
The idea would be that we would finalize a resolution
to distribute draft documents the next day or I'm sorry, two days later.
The difference between this and normal borrowing that we just went through
is that we have more flexibility on the terms that we requested the RFP.
So if we want to
ask for earlier prepayment terms with less penalties, we can evaluate that compared to the actual true interest cost. So
best interest of the Citi when you weigh these multiple factors.
So we have a little bit more flexibility than we would under other borrowing financing options at this point. So key dates in the process, July 9, we
this point. So key dates in the process, July 9, we issued the RFP.
July 30, we will receive the bids.
We'll do a two day evaluation,
and then we will come back
to this body as well as the council and mayor with recommendations on how to proceed forward from there.
If we select a successful bidder, then we would need adopting resolutions and
inter government agreements with the PFA and
approval
property.
So that's kind of a summary
of our big action coming forward and where we're at right now. Thank you.
Any questions or comments about the
planned financing
of the spruill property?
All right. No actions necessary, so it's time to present the seal. That is very exciting.
Accordance with CFA counsel,
Jim Woodward is our bond counsel and our counsel for various matters.
He has instructed us that we need a seal,
with
the wonderful help of our communications department. They have whoops. The seal's like, right? Java.
That's the seal. There's a do you have the color version on next page? Scroll one page down.
As you can see, that's our beautiful city hall with our flag in front of it.
That would be the color seal, and this would be affixed to all official documents as executed
any non,
esoteric
comments about the seal? Oh, definitely definitely not esoteric, but it's delightful that facilities are spelled correctly.
Authority is also spelled correctly. Thank you. And the lights are out. That's right.
And the lights are out. Does it actually say seal on the seal? S e a l
or does say seal on Would you like to add a name to the seal?
This is momentous. Thank you for this.
Any other comments or questions about the official seal of
the PFA?
There being none,
do I have a motion to adopt? Thank you,
PFA member Beeson for that motion,
seconded by PFA member Davis
Johnson. All in favor, please signify by raising your hand.
The vote is unanimous for the record.
And lastly,
the
discussion of the date for an annual meeting.
That was Mr. David Davidson, who is going to lead us in that.
Yes, you are required to have at least one
meeting annually
as the authority,
and
then you can have as many other regular meetings or special call meetings as as you need.
However, you do need to call
annual meeting of the authority
at a date that you deem appropriate.
I think Mr. Gottschall might have an idea.
So that we are proposing that the first annual meeting of the PFA be held at the next council retreat.
Perfect. Thank
you. Discussion of that?
Miss Beacie.
Given that it's at the retreat, will it still be
recorded or streamed? Or how does that work?
So the only legal requirement is that there'd be minutes.
So I don't I I don't know if they were going to be recorded or not.
For the sake of posterity, will we be able to zoom it just so at least it's recorded for
the same way? I mean, I was looking through the bylaws, and it was saying that it's the same public meeting requirements.
So yeah. So it it will be audio recorded. Perfect. Thank you.
Although I had this conversation with Joe earlier about the use of, telephonic meeting,
did you guys discuss that at all, you and you and Joe? Is it the bylaws? Yes, it is. But I didn't know if that fit into our ordinances for the city and so So so
no, it's not the same as the city. But
this is a a state authority, not city.
But as long as you have a quorum present,
then you can participate by phone. So if somebody needs to dial in, they can, is the essence of what I took away from the conversation. Is that correct, Joe? All right. So so if we have a quorum, five members and somebody's dialed that needs to be on the call, they can do that. Thank you.
Yeah. Any other questions or comments about the, annual meeting date as proposed?
So do I have a motion to accept the next annual meeting to be scheduled,
is that date already given or not? Do we know the date of the next? We do?
Those dates are tentatively scheduled for January 20
through the twenty third of twenty twenty six. Alright. So our meeting will fall in that time. Is any, do I have a motion to accept January 20 through the twenty third as the next meeting date? Motion to accept January 20 to the twenty third as the next meeting date.
Thank you, council member Hall. Do I have a second?
Second, David Davidson let's say David Johnson, excuse me.
All in favor, please signify by raising
your hand. There you go. Let this record show that the vote is unanimous.
There being no further business, do I have a motion to adjourn? Motion by Ms. Beeson.
Yeah. Yeah.
Second by mister
Johnson. All in favor say aye, and raise your hand at the same time.
Alright. We are adjourned.
Thank you.
First and first.