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Corporations SectionHope AndradeP.O. Box 13697Austin, Texas 7871 l-3697Secretary of StateOffice of the Secretary of StateCERTIFICATE OF INCORPORATIONOFTown of Horizon City Type 48 Economic Development CorporationFile Number: 801495771The undersigned, as SecretaryofStateofTexas, hereby certifies that Articles ofIncorporation for the above corporation pursuant to the provisions of the Local GovernmentCorporation Act have been received in this office and have been found to conform to law.ACCORDINGLY the undersigned, as Secretary of State, and by virtue of the authorityvested in the Secretary by law hereby issues this Certificate of Incorporation and attacheshereto a copy of the Articles of Incorporation.Dated: October l7,20llEffective: Octoberffi17,2077Hope AndradeSecretary of State
rILEDtn the Office ol thc .g crat!ry of Strte of TexssARTICLES OF INCORPORATIONOFTHE TOWN OF IIORIZON CITY TYPE 48ECONOMIC DEVELOPMENT CORPORATION00r 17 z0ltCorporations SedionwE, TI{II LTNDERSIGNED natural personsj not Iess than three in number, each of whom is atleast 18 years ofage and is a qualified elector ofthe Town of Horizon city, Texas, (1he.city,,),acting as incorporators ola public instrumentality and non-profitdevelopmenl""onorni"corporation (the "corporation") under the Development corporationAct of l9?9, as amended,chapter 505 of the Texas Local Govemment code (the "Act"), with the approval ofthe Citycouncil, do hereby adopt the following Articles of Incorporation (the ,,Articles") for thecorporation.ARTICLE ONEThe name of the corporation is "Town of Horizon City Type 4B Economic DevelopmentCorporation."ARTICLE TWOThe corporation is a non-profit economic development corporation under the Act and isgovemed by Chapter 505 ofthe Act.ARTICLE THREESubject to the provisions ofthese Articles, the period ofduration of the corporation isperpetual.ARTICLE FOI'RThe Corporation has no members and is a non-stock corporation.ARTICLE FIVEThe purpose of the colporation is to promote economic development within the Town ofHorizon city and the state of rexas in order to eliminate unemployment and underemployment,and to promote and encourage cmployment and the public welfare'oll for, and on uetratrottrrecity, to develop projects allowed under chapter 505 ofthe Act, including without limitation, roproj ectsthe promotion ofprofessional and amateur athletics and sports including stadiums,-forball parks, auditoriums, projects related to entertainmenl, convention, tourist, and ohibition
facilities, amphitheaters, concert halls, and public parks, park facilities and events, open spaceimprovements, military facitities, including closed or realigned military bases, primary jobtraining facilities for use by institutions ofhigher education, research and development facilities,regional or national corporate headquarters facilities, museums and related storei, restaurant,concession, automobile parking facilities, related area transportation facilities, and related roads,streets, and water and sewer facilities, recycling facilities, and projects to promote new orexpanded business enterprises that create or retain primary jobs, and public safety facilities,streets and roads, drainage, and related improvements, demolition of existing structures,development and expansion ofaffordable housing, and targeted infrastructure and any otherimprovements, expenditures, or faculties that are related to any ofthe above projects and anyother project that the board determines will promote new and expanded business enterprises thatcreate and retain primary jobs, and the maintenance and operation expenses for any ofthe abovedescribed projects by developing, implementing, providing, and financing projects under the Actand as defined in Section 48 of the Act.In the fulfillment of its corporate purpose, the corporation shall have the power to providefinancing to pay the cost ofprojects through the issuance or execution ofbonds, notes and otherforms of debt instruments, and to acquire, maintain, and lease and sell property, and intereststherein, all to be done and accomplished on behalfofthe city and for its benefit and toaccomplish its public and govemmental purposes as a duly constituted authority andinstrumentality pursuant to the Act; and under, and within the meaning of, the Intemal Revenuecode of 1986, as amended, and the appticable regulations ofthe United States TreasuryDepartment and the rulings of the Intemal Revenue Service of the United States prescribed andpromulgated thereunder. In fulfillment of its corporate purpose, the Corporation shall have andmay exercise the powers described in these Articles, together with all ofthe other powers grantedto corporations that are incorporated under the Act and that are govemed by Chapter 505 thereof,and, to the extent not in conflict with the Act, the corporation shall additionally have and mayexercise all ofthe rights, powers, privileges, authorities and functions given by the general lawsofthe state ofrexas to non-profit corporations under the Texas Non-profit corporation Act, asamended, Article 1396-1.01, et seq, vemon's Ann. civ. Stat., as amended. The corporation is acorporation having the purposes and powers permitted by the Act pursuant to the authoritygranted in Article III, Section 52-a ofthe Texas ConstiLution, but the Corporation does not have,and shall no1 exercise the powers ofsovereignty of the city, including the power to tax (exceptfor the power to receive and use the sales and use taxes specified in chapter 505 of the Act) andthe police power, except that the corporation shall have and may exercise the power of eminentdomain when the exercise thereofis approved by the City Council. The Corporation, directors ofthe corporation, the city creating the corporation, members of the goveming body of thecorporation, employees ofthe corporation and the employees ofthe city shall not be and arenot liable for damages arising from the performance of any govemmental function of thecorporation or city. For purposes ofthe Texas Tort claims Act (Subchapter A, chapter 101,Texas Civil Practice and Remedies Code), the Corporation is a govemmental unit and its actionsare governmental functions. No contracts or agreements, bonds, notes, or other debt instruments2
ofthe Corporation are or shall ever be deemed to be or constitute the contracts, agreements,bonds, notes, or other debt instruments or other obligations, or the lending ofcredit, or a grant ofthe public money or things ofvalue of, belonging to, or by the State ofTexas, the City, or anyother political corporation, subdivision or agency ofthe State ofTexas, or pledge ofthe faith andcredit ofany of them. Any and all such contracts, agreemenls, bonds, notes and other debtinstruments and other obligations, contracts and agreemenls shall be payable solely andexclusively fiom the revenues and funds received by the Corporation from the sourcesauthorized by Chapter 505 ofthe Act and from such other sources as may be otherwise lawfullyavailable and belonging to the Corporation from time to time.ARTICLE SIXThese Articles may be amended from time to time by either of the following methods:a.b.c.Pursuant to the powers ofthe City contained in the Act, the City Council,by resolution, may amend these Articles by filing amendments hereto withthe Secretary ofState as provided in the Act.The Board of Directors (the "Board") of the Corporation may file a writtenapplication with the City Council requesting approval ofproposedamendments to these Articles, specifying in such application the proposedamendments. If the City Council, by appropriate resolution, finds anddetermines that it is advisable that the proposed amendments be made,authorizes the same to be made, and approves the form ofthe proposedamendments, the Board may proceed to amend these Articles in themanner provided by the Act.The Board shall not have the power to amend these Articles except inaccordance with the procedures established in these Articles.ARTICLE SEVF],NThe address of the initial registered office ofthe Corporation is the Town Hall, 14999Danington, Horizon City, Texas 79928 and the registered agent shall be Karen Ellefson, CityClerk for the Town of Horizon City, Texas. This address shall also serve as the principal addressofthe Board.ARTICLE EIGHTThe affairs of the Corporation shall be managed by a Board of Directors (the "directors")which shall be composed ofseven (7) persons appointed by the City Council. Each ofthe directors shall be qualified under Section 505.052 ofthe Texas Local Govemment Code.
The names and addresses ofthe persons who are to serve as the initial directors are asfollows:l.2.NamesAddressesWALTER MILLER, Mayor, (ex oficio/position assignment)14999 Darrington Road, Horizon City, Texas 79928JUAN (JERRY) GARCIA3804 Homestead, Horizon City, Texas 799283. DAVIDBALLARD4.5.6.7.12350 Montwood Drive, Suite 100, El Paso, Texas 79936KENBODDYI LTV Road, Horizon City, Texas 79928KARINA HAGELSIEB444 Roslyn, Horizon City, Texas 79928MICI]AEL NAJERA432 Emerald Pass Avenue, El Paso, Texas 79928BENNY DAVIS,President of the Horizon Regional Municipal Utilities District (exofi cio/position assignment)14100 Horizon Boulevard, I{orizon City, Texas 79938Each director shall hold offrce for the term for which the director is appointed unlesssooner removed or resigned. Each director, including the initial directors, shall beeligible lor reappointment. Directors are removable by the City Council at will and shallbe appointed for a term of two (2) years. Initial terms ofdirectors shall be provided bythe Corporation's Bylaws. Any vacancy ofa director occurring through death,resignation, or otherwise shall be filled by appointment by the City Council, as providedby the Corporation's Bylaws, to hold office until the expiration of the vacating member'sterm.ARTICLE NINEThe name and address ofeach incorporator is:NameMiller2. Ralph Paditla3. Bob JarvisI. WalterAddress14999 Darringlon Road, I{orizon City, Texas1581 S. Kenazo, Horizon City, Texas404 Mura Place, Horizon City, TexasThe initial bylaws shall be in form and substance approved by the City Council in itsOrdinance No. 0191 approving these Articles. Such bylaws shall be adopted by theCorporation's board and shall, together with these Articles, govem the intemal affairs ofthe Corporation until and unless amended in accordance with these Articles.Neither the initial bylaws nor any subsequently effective bylaws of the Corporation maybe amended without the consent and approval ofthe City Council. The Board shall makeapplication to the City Council for the approval ofany proposed amendments, but the same shall
not become effeciive until or unless the same shall be approved by resolution adopted by the CityCouncil.ARTICLE TENThe city council may, in its sole discretion. and at any time, alter or change the structure,organization, programs or activities of the corporation, and it may terminate or dissolve theCorporation, subject to the provisions ofthese Articles.The Corporation may not be dissolved, and its business shall not be terminated, by act ofthe CityCouncil, election ofthe voters as prescribed by the Act, or otherwise, so long as tire Corporationshall be obligated to pay any bonds, notes, or other obligations and unless the collection ofthesales and use tax authorized by Chapter 505 ofthe Act is eligible for temrination in accordancewith the provisions of chapter 505 of the Act. No action shall be taken in any manner or ar anytime that would impair any contract, iease, right, or other obligation theretofore executed,granted, or incurred by theCorporation.ARTICLE ELEVENNo dividend shall ever be paid by the. corporation and no part of its net earningsremaining after payment of its expenses and other obligati-ons shall be distribuied to orinure to the benefit of its directors or officers, or any individual, private firm, or privatecorporation or association.If the corporation ever should be dissolved when it has or is entitled to any interest inany funds or property ofany kind, real, personal or mixed, such lunds or property orrights thereto shall not be transferred to private ownership, but shall be transiened anddelivered to the city after satisfaction or provision for saiisfaction of all debts, claimsandcontractual obligations, including any contractual obligations granting rights ofpurchaseofproperty of the Corporation.No part of the corporation's activities shall consist ofthe carrying on ofpropaganda orotherwise attempting to influence legislation. and the corporai;on stratt not pariicipate inany political campaign ofor in opposition to any candidate for public office.ARTICLE TWELVEThe City has specifically authorized the Corporation, by Ordinance No. 0191, toact on its behalfto further the public purposes stated in said ordinance and in theseArticles and the City has by said Ordinance No. 0l9l approved these Articles. Acopy ofsaid ordinance is on file among the permanent p;blic records ofthe city andtheCorporation.5
ERLPH PADILLASTATE OF TEXASgcoLrNTY OF EL PASO gI, the undersigned, a notary public of the State of Texas, do hereby certify that onthisJl-duv of 9s-4eb",:-,201r, p.r.oruiry appeared before me severalIydeclared that they are the persons who signed the foregoing docurient as incorporators,and thatthe statements therein contained are true and correct.IN WITNESS WHEREOF, I haveset my hand and seal the date and year above written.'otary Public inandThe State of TexasMy Commission Uxpires: r.3 )- lLAl,lfTALOSWAITMY COi,lMlSSlOil EXPIRESA{rd91,2015
ORDINANCE NO. 0191AN ORDINANCE APPROVING THE ARTICLES OFINCORPORATION AND BYLAWS FOR THE TOWNOF HORIZON CITY 48 ECONOMICDEVELOPMENTCORPORATIONWHEREAS, the Town of Horizon City has been authorized by its voters to establishType 48 economic development corporation as by Chapter 505 of the Texas LocalaGovernemnt Code; andWHEREAS, articles of incorporation, as well as bylaws to create and govern theeconomic development corporation, are required;WHEREAS, The City Council of the Town of Horizon City must approve said articlesof incorporation and bylaws;NOW THEREFORE,BE IT oRDAINED BY THE CITY COUNCIL OF THE TOwN OFHORIZON CITY, TEXAS:I.The economic development corporation shall be chartered under the name "The TownHorizon City Type 48 Economic Development Corporation."II.The attached Articles of incorporation (Exhibit A) and the attached Bylaws of theCorporation (Exhibit B) and incorporated herein, are hereby approved by the CityCouncil of the Town of Horizon City, Texas.III.The Articles of Incorporation and the Bylaws can be modified as provided within thosedocuments and as allowed by State law. Additionally, any change or modification mustbe approved by the City Council of the Town of Horizon City, Texas.SIGNED and APPROVEDthis \1*rbL,.SE20rday of ArJGtWALTER MILLER, MayorTown Of Horizon Cityof
APPROVED:;ffiRobert A. Duran, City AttomeyReading: g/q/t tSecondReading, 4l tS/2PtApproved: Q/ts/ao t tFirstt
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Corporations Section P.O. Box 13697 Austin, Texas 7871 l-3697 Hope Andrade Secretary of State Office of the Secretary of State CERTIFICATE OF INCORPORATION OF Town of Horizon City Type 48 Economic Development Corporation File Number: 801495771 The undersigned, as Secretary of State of Texas, hereby certifies that Articles of Incorporation for the above corporation pursuant to the provisions of .
