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276728 WHITE - CITY CLERK � PINK - FINANCE COUIICII ���28 CANARY � DEPARTMENT G I T Y O F S A I N T PA U L B!UE - MAYOR File N O. Ci�ty Attny/SDM • • _ . _Co c esolution � Presented By Referred To Committee: Date Out of Committee By Date Resolution approving the �lrticles of Incorporation of the Saint Paul 503 Development Company and appointing members thereto. WHEREAS, on January 27, 1981, the City Council by Resolution, Council File No. 276265, did recommend the establishment of a city-wide non-profit development company to administer and process Small Business Administration SBA-503 loans; and WHEREAS, said Resolution supported the use of City staff to establish and administer the city-wide development company; and WI�REAS, the City Council desires to appoint the membership of the city-wide development company according to the guidelines set forth in the proposed by-laws of the company in order to insure that the goals and policies of the City of Saint Paul are met; and WHEREAS, the City Council desires to appoint two of its mem- bers to be members of the company pursuant to said guidelines; and WHEREAS, the City Council by Resolution, Council File 271618, adopted August 11, 1978, decided that no Council member shall be allowed to serve as a Board member to any neighborhood-based Local Development Corporation or Community Development Corporation in order to eliminate any potential conflict of interest between the City and the neighborhoods; and COU[�1CILMEN Requestgd by Department of: Yeas Nays t� Hunt `` �evine In Favo[ Maddox McMahon B snowaite� Against y Tedesco �Ison Form Approved by City Attorney Adopted by Council: Date Certified Yassed by Council Secretary BY By� Approved by :Nayor: Date _ Approved by Mayor for Submission to Council By _ BY �r���`��8 } 2. WHEREAS, the city-wide development company does not present the same potential for conflict of interest that neighborhood- based Local Development Corporations present; and WHEREAS, Resolution C. F. 276265 did refer to the proposed city-wide development company as the Saint Paul Development Company; and WHEREAS, the name Saint Paul Development Company has been taken by others according to the Minnesota Secretary of State; NOW, THEREFORE, BE IT RESOLVED THAT: 1. References to "Saint Paul Development Company" in Resolu- tion C. F. 276265 are hereby amended to mean "Saint Paul 503 Development Company. " 2. The •�rticles of Incorporation of the Saint Paul 503 Development Company, a Minnesota non-profit corporation, are hereby approved and execution thereof by the proper persons is hereby authorized. 3. The membership of the Saint Paul 503 Development Company shall consist of 28_ members appointed by the City Council upon recommendation of the Saint Paul 503 Development Company' s Board of Directors according to the guidelines set forth in the company by-laws. 4. Two of the members of the Saint Paul 503 Development Company shall also be duly elected members of the Saint Paul City Council. WMITE - CITY CLERK ����f1� CA AR* - DEPARTMENT % GITY OF SAINT �AUL Council BLUL , - MAYOR File NO. Cou i eso ution Presented By • + � � Referred To Committee: Date Out of Committee By Date 3. 5. The following persons are hereby appointed to be the incorporating members of Saint Paul 503 Development Company: James Bellus William Wilson George McMahon COUIVCILMEN Yeas Nays Requestgd by Department of: Hunt PLANNING AND ECONOMIC DEVELOPMENT Levine In Favor Maddox snoWaiter � _ Against BY T��� J J. Be 1 irector Wilson Adopted by Council: Date APR 2 i ��� Form Approve y Cit Attorne \ Certified Y• ; e by Council retar B B� � APR 2 3 i�� Approved by Mayor for Submission to Council Ap d by :Vlayor a — _ BY PUBLISHEO M AY 2 1981 . 2���7�� ARTICLES OF INCORPORATION OF SAINT PAUL 503 DEVELOPMENT COMPANY We, the undersigned, for the purpose of forming a company under and pursuant to the provisions of Chapter 317 Minnesota Statutes, known as the Minnesota Non- profit Corporation Act, and for the purposes expressed in Article II hereof, do hereby associate ourselves as a body corporate and adopt the following Articles of Incprporation. ARTICLE I � The name of this Corporation shall be SAINT PAUL 503 DEVELOPMENT COMPANY. ARTICLE II The general purpose and nature of its business shall be for the purpose of furthering the economic development of the City of Saint Paul and to promote, and assist the growth, and development of business concerns, including small business concerns in said area; to encourage and �assist in the location of new business and industry, rehabilitate and assist existing business firms and industry in said area; to accomplish these purposes by making plant and other facilities available to all such business concerns through lease or other means and thereby to contribute to the economic well-being of the area as measured by increased employment, payroll, business volume and corresponding factors rather than monetary profits to the members. The corporation does not afford pecuniary gain, incidental or otherwise, to its members. Articles of Incorporation of Saint Paul 503 Development Company - 2 - � � �1 �- � ARTICLE III The corporation is authorized and in power to do all things necessary to carry on and accomplish the aforesaid purposes for which it is organized and chartered,. including authority and power; To enter into, make, and perform contracts of every kind and description. To borrow to raise monies for any of the purposes of the company, and from time to time without limit as to amount, to draw, make, except, endorse, execute and issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures, and' other negotiable or non-negotiable instruments and evidences of indebtedness; and to secure the payment of any thereof and of the interest thereon by mortgage upon or pledge, conveyance or assignment in trust of the whole or any part of the property of the company whether at the time owned or thereafter acquired, and to sell pledge or otherwise dispose of such bond or other obligations of the company for its company purposes. To lend to any person, firm or company any of its funds, either with or without security. To promote and assist the growth and development of small business concerns and others. To have one (1) or more offices to carry on all or any of its operations and business and without restriction or limit as to amount to purchase or otherwise acquire, hold, own, mortgage, lease, sell, convey or otherwise dispose of, real and personal property of every class and description. To acquire, construct, convert, or e�and plant facilities for lease or sale. � � � �l ::� � ..�� � Articles of Incorporation of Saint Paul 503 Development Company - 3 - ARTICLE IV The area served by the Saint Paul 503 Development Company shall be all property within the City limits of the City of Saint Paul. ARTICLE V The period of duration of the Company shall be perpetual. ARTICLE VI The location and post office address of the registered office of the corporation in Minnesota shall be 25 West Fourth Street, 13th Floor, Saint Paul, ' Minnesota 55102. ARTICLE VII This non-profit company is a non-capital stock company. ARTICLE VIII The amount of steady capital with which this corporation shall begin business shall not be less than One Thousand Dollars ($1,000.00) . AR.TICLE IX The names and addresses of each of the first incorporators of this company are: Name Post Of.fice Address James J. Bellus 25 West Fourth Street 1400 City Hall Annex St. Paul, Minnesota 55102 William Wilson Room 719 City Hall St. Pau1, Minnesota 55102 � George McMahon Room 716 City Hall St. Paul, Minnesota 55102 r : , � c .>;,.:- �. . . �, Articles of Incorporation of Saint Paul 503 Development Company - 4 - ARTICLE X The names and post office addresses of the first directors of this corporation: Name Post Office Address James J. Bellus 25 West Fourth Street 1400 City Hall Annex St. Paul, Minnesota 55102 William Wilson Room 719 City Hall St. Paul, Minnesota 55102 George McMahon Room 716 City Hall St. Paul, Minnesota 55102 ARTICLE XI The members of said company shall have no personal liability for any company obligations or methods of enforcement and collection. ARTICLE XII The Articles of Incorporation may at any time be amended by the affirmative vote of the holders of the majority of the voting power of all members of the company entitled to vote, with the approval of the City Council of the City of Saint Paul. . ARTICLE XIII The Board of Directors shall have authority: (a) To propose applications for memberships to the City Council of the City of Saint Paul, and (b) to make and alter the by-laws of the company subject to the power of the members to change or repeal such by-laws. e . . , . � � `i i �: Articles of Incorporation of Saint Paul 503 Development Company - 5 - ARTICLE XIV Any disolution of this non-profit company shall be controlled by the pro- visions of Chapter 317 of Minnesota Statutes. ARTICLE XV Members of this company will be appointed by the City Council of the City of Saint Paul, membership shall be limited to 2$ persons who are residents of or conduct a business located in the City of Saint Paul. The members will serve at the pleasure of the City Council of the City of Saint Paul. , IN WITNESS WHEREOF, we have hereunto set our hands this day of , 1981. James J. Bellus William Wilson George McMahon STATE OF MINNESOTA ) ) SS. COUNTY OF RAMSEY ) On this day of , 1981, personally appeared before me, James J, Bellus, William Wilson and George McMahon, to me known to be the persons described in and who execute the foregoing Articles of Incorporation, and each acknowledged that he was a person of full age and that he executed the same as his own free act and deed for the uses end purposes therein expressed. (NOTARY SEAL) Notary Public, Ramsey County, Minnesota My commission expires � , ' . � � ������ BY - LAWS OF SAINT PAUL 503 DEVELOPMENT COMPANY ARTICLE I - OFFICES The principal" office of the corporation shall be at 25 West Fourth Street, 13th floor, Saint Paul, Minnesota, 55102 . The � corporation may also have offices at such other places within or without this state as the Board of Directors may from time to time determine or the business of the corporation may require . ARTICLE II - PURPOSES The general purpose and nature of its business shall be for the purpose of furthering the economic development of the City of Saint Paul and to promote, and assist the growth, and development of business concerns , including small business concerns in said area; to encourage and assist in the location of new business and industry, rehabilitate and assist existing business firms and industry in said area; to accomplish these purposes by making plant and other facilities available to all such business concerns through lease or other means and thereby to contribute to the economic well-being of the area as measured by increased employment, payroll, business volume and corres- ponding factors rather than monetary profits to the members . ARTICLE III - MEMBERSHIP 1 . QUALIFICATIONS FOR MEMBERSHIF__ There shall be twenty-eight (28) members of the corporation and every member shall reside in or do business in the City of Saint Paul , Minnesota. The Board of Directors sitting until the First Annual Meeting shall recommend names of the first twenty-eight (28) members to the Saint Paul City Council for appointment by the City Council . Thereafter, if there are less than twenty-eight (28) members because of death, resignation, disqualification or removal or if the City Council determines that more than twenty-eight (28) members would promote the purposes of the corporation, then the Board of Directors shall recommend and the City Council may appoint such additional members . Members shall serve at the pleasure of the City Council and may be removed with or without cause at any time. . t � � � _. . -2- The members of the corporation shall be appointed from the following constituancies: Mayor of the City of Saint Paul or his designee 1 Saint Paul City Council members 2 Director, Department of Planning and Economic Development 1 A resident of or person 1 1 conducting a business 2 1 in Planning District 3 1 , 4 1 5 1 6 1 7 1 8 1 9 1 10 1 11 1 12 1 13 l � 14 1 15 1 16 1 17 1 North Area LDC 1 Greater East Side LDC 1 University Avenue LDC 1 Hamline-Midway LDC 1 West Midway LDC __ 1 West Seventh Street LDC i West Side LDC TOTAL 28 2. MEMBERSHIP MEETINGS The Quarterly Membership Meeting of the corporation shall be held on the second day of January, April , July, and October each year, except that if such day be a legal holiday, then in that event the Directors shall fix a day not more than two (2) weeks from the date fixed by these By-Laws . The Secretary shall cause to be mailed to every member in good standing at his address as it appears on the membership roll book of the corporation, a notice stating the time and place of the Annual Meeting. , ' � -f � ��. ��. -3- The presence of any Membership Meeting of not less than fifteen (15) members shall constitute a quorum and shall be necessary to conduct the business of the corporation; however, a lesser number may adjourn the meeting for a period of not more than four (4) weeks from the date scheduled by the By-Laws and the Secretary shall cause a notice of the re-scheduled date of the meeting to be sent to those members who were not present at the meeting originally called. A quorum as hereinbefore set forth shall be. required at any adjourned meeting. A membership roll showing the list of inembers as of the record date, certified by the Secretary of the corporation, shall be produced at any meeting of inembers upon the request therefor of any member who has given written notice to the corporation that such request will be made at least ten (10) . days prior to such meeting. All persons appearing on such membership roll shall be entitled to vote at the meeting. Members will be provided with all information which manage- ment wishes to discuss at any membership meeing, that information being in written form, at least ten (10) days prior to any regular membership meeting. 3 . SPECIAL MEETINGS ' Special Meetings of the corporation may be called by any three members of the Board of Directors .• The Secretary shall cause a notice of such meeting to be mailed to all members at their addresses as they appear in the membership roll book at least ten (10) days but not more than fifty (50) days before the scheduled date of such meeting. Such notice shall state the date, time, place and purpose of the meeting and by whom called. ' No other business but that specified in the notice may be transacted at such Special Meeting without the unanimous consent of all present at such meeting . 4 . FIXING RECORD DATE For the purpose of determining the members entitled to notice of or to vote at any meeting of inembers or any adjournment thereof, or to express consent to or dissent from any proposal without a meeting, or for the purpose of any other action the Board shall fix, in advance, a date as the record date for any such determin- ation of inembers . Such date shall not be more than fifty (50) nor less than ten (10) days before any such meeting, nor more than fifty (50) days prior to any other action. � � � , ' , �.. J L; r;'�F�S -4- 5 . ACTION BY MEMBERS WITHOUT A MEETING Whenever members are required or permitted to take any action by vote, such action may be taken without a meeting, by writt�en consent, setting forth the action so taken, signed by all the members entitled to vote thereon. 6 . PROXIES • - No proxies shall be allowed. 7 . ORDER OF BUSINESS The order of business at all meetings. of inembers shall be ' as follows: (1) Roll call (2) Reading of the minutes of the preceding meeting (3) Reports of committees (4) Reports of officers (5) Old and unfinished business (6) New business (7) Good and welfare (8) Adjournment ARTICLE IV - DIRECTORS l. MANAGEMENT OF THE CORPORATION The corporation shall be managed by the Board of Directors which shall consist of two members of the City Council, the Director of the Department of Planning and Economic Development (PED) for the City of Saint Paul and four (4) additional directars elected by the members from the membership. 2 . ELECTION AND TERM OF DIRECTORS At each January meeting of inembers, the membership shall elect additional directors to hold office until the next January meeting. Each additional director shall hold office until the expiration of the term for which he was elected and until his successor has been elected and shall have qualified, or until his prior resignation or removal . , • ' • � '' / �,I(�h -5- 3. INCREASE OR DECREASE IN NUMBER OF DIRECTORS The number of Directors may be increased or decreased by vote of the members or by a vote of a majority of all of the members . No decrease in number of Directors shall shorten the term of any incumbent Director. 4 . NEWLY CREATED DIRECTORSHIPS AND VACANCIES , Newly created directorships resulting from an increase in - the number of Directors and vacancies occurring in the Board for any reason except the removal of Directors without cause, may be filled by a vote of a majority of the Directors then in office, although less than a quorum exists . Vacancies occurring by reason of the removal of Directors without cause shall be • filled by vote of the members. A Director elected to fill a vacancy caused by resignation, death or removal shall be elected to hold office for the unexpired term of his predecessor. 5 . REMOVAL OF DIRECTORS Any or all of the Directors except the City Council Members and the Director of the Department of PED may be removed for cause by vote of the members or by action of the Board. Directors may be removed without cause only by majority vote of the members . No one may be a Director who is not also a member. 6 . RESIGNATION A Director may resign at any time by giving written notice to the Board, the President or the Secretary of the, corporation. Unless otherwise specified in the notice, the resignation shall take effect upon receipt thereof by the Board or such officer, and the acceptance of the resignation shall not be necessary to make it effective . 7 . QUORUM OF DIRECTORS Unless otherwise provided in the Certificate of Incorpor- ation, a majority of the entire Board shall constitute a quorum for the transaction of business or of any specified item of business . 8 . ACTION OF THE BOARD Unless otherwise required by law, the vote of a majority of the Directors present at the time of the vote, if a quorum is present at such time, sha11 be the act of the Board. Each Director present shall have one (1) vote. . � � � , � �.�,� 7 � � -6- 9 . PLACE AND TIME OF BOARD MEETINGS The Board may hold its meetings at the office of the cor- poration or at such other places , either within or without the state, as it may from time to time determine. 10. REGULAR ANNUAL MEETING A Regular Annual Meeting of the Board shall be held immed- � iately following the January Meeting of inembers at the place of - such January Meeting of inembers . , 11. NOTICE OF MEETINGS OF THE BOARD, ADJOURNMENT Regular Meetings of the Board may be held without notice + at such time and place as it shall from time to time determine. Special Meetings of the Board shall be held upon notice to the Directors and may be called by the President upon three (3) days ' notice to each Director either personally or by mail or by wire; Special Meetings shall be called by the President or by the Secretary in a like manner on written request of two (2) Directors . Notice of a meeting need not be given to any Director who submits a waiver of notice whether before or after the meeting or who attends the meeting without protesting prior thereto or at its commencement, the lack of notice to him. A majority of the Directors present, whether or not a quorum is present, may adjourn any meeting to another time and place . Notice of the adjournment shall be given all Directors who were absent at the time of the adjournment and, unless such time and place are announced at the meeting, to the other Directors . 12 . CHAI RM11N At all meetings of the Board the President or, in his absence, a chairman chosen by the Board shall preside. ' 13. EXECUTIVE AND OTHER COMMITTEES The Board, by resolution adopted by a majority of the entire Board, may designate from amorig the membership of the corporation an Executive Committee �nd other committees , each consisting of three (3) or more Members . Each such committee shall serve at the pleasure of the Board. _ , • ' . _ : �,� � „}(..+�:. �7� ARTICLE V - OFFICERS 1. OFFICES, ELECTION, TERM Unless otherwise provided for in the Certificate of In- corporation, the Board may elect or appoint a President, one (1) or more Vice-Presidents, a Secretary and a Treasurer, and � such other officers as it may determine, who shall have such duties, powers and functions as hereinafter provided. All officers shall be elected or appointed to hold office until the meeting of the Board following the January Meeting of � members. Each officer shall hold office for the term for which he is elected or appointed and until his succe$sor has , been elected or appointed and qualified. 2 . REMOVAL, RESIGNATION, SALARY Any officer elected or appointed by the Board may be re- moved by the Board with or without cause. In the event of the death, resignation or removal of an officer, the Board in its discretion may elect or appoint a successor to fill the unex- pired term. Any two (2) or more offices may be held by the same person, except the offices of President and Secretary. All o�fficers shall serve without compensation. Al1 officers must be members of the corporation except the assistant treasurer and the assistant secretary, if any. 3 . PRESIDENT The President shall be the chief executive officer of the corporation; he shall preside at all meetings of the members and of the Board; he shall have the general management of the affairs of the corporation and shall see that all orders and resolutions of the Board are carried into effect. �. VICE-PRESIDENTS During the absence or disability of the President, the Vice-President, or if there are more than one, the Executive Vice-President, shall have all the powers and functions of the President. Each Vice-President shall perform such other duties as the Board shall prescribe. 5 . TREASURER - The Treasiarer shall have the care and custody of all the funds and securities of the corporation, and shall deposit said funds in the name of the corporation in such bank or trust company as the Directors may elect; he shall , when duly authorized � • ' ` � r �l . � , L� �� G `7� -8- by the Board of Directors, sign and execute a11 contracts in the name of the corporation, when countersigned by the President; he shall also sign all checks, drafts, notes , and orders for the payment of money, which shall be duly authorized by the Board of Directors and shall be countersigned by the President; he shali at all reasonable times exhibit his books and accounts to any Director or member of the corporation upon application at the office of the corporation during ordinary business hours . At . the end of each corporate year, he shall have an audit of the accounts of the corporation made by a committee appointed by . the President, and shall present such audit in writing at the January Meeting of the members, at which time he shall also present an annual report setting forth in full the financial conditions of the corporation. 6 . ASSISTANT-TREASURER Under the supervision of the Treasurer , the Assistant- Treasurer shall have the powers and functions of the Treasurer. 7 . SECRETARY The� Secretary shall keep the minutes of �he Board of Directors and also the minutes of the members . He shall have the custody of the seal of the corporation and shall affix and attest the same to documents when duly authorized by the Board of Directors . He shall attend to the giving and serving of all notices of the corporation, and shall have charge of such books and papers as the Board of Directors mai� direct; he shall attend to such correspondence as may be assigned to him, and perform all the duties incidental to his office . He shall keep a membership roll containing the names , alphabetically arranged, of all persons who are members of the corporation, showing th,eir places of residence and the t�me when they became members . 8. ASSISTANT-SECRETARIES Under the supervision of the Secretary, the Assistant Secre- tary shall have all the powers and functions of the Secretary. 9 . SURETIES AND BONDS In case the Board shall so require, any officer or agent of the corporation shall execute to the corporation a bond in such sum and with such surety or sureties as the Board may direct, conditioned upon the faithful performance of his duties to the corporation and including responsibility for negligence arid for the accounting for all property, funds or securities of the corporation which may come into his hands. . • • � . . • � 7� �� ' �� -9- ARTICLE VI - SEAL The seal of the corporation shall be as follows : A circular impression, engraving, facsimile, or printing which shall have inserted around the circumference the full name of the corpor- � ation and elsewhere thereon shall bear the words "Corporate Seal" . ARTICLE VII - CONSTRUCTION If there by any conflict between the provisions of the Articles of Incorporation and these By-Laws , the provisions of the Articles of Incorporation shall govern. ARTICLE VIII - AMENDMENTS The By-Laws may be adopted, amended or repealed by the mem- bers at the time they are entitled to vote in� the election of Directors. By-Laws may also be adopted, amended or repealed by the Board of Directors but any By-Law adopted, amended or repealed by the Board may be amended by the members entitled to vote thereon as hereinbefore provided. If any By-Law regulating an impending election of Directors is adopted, amended or repealed by the Board, there shall be set forth in the notice of the next meeting of inembers for the election of Directors the By-Law so adopted, amended or repealed, together with a concise statement .9f the changes made. � ::..:�_'-, CI'z'Y ' r:' �.�.TJ� ., � fl� ►�'i��.�:?ti ����� f::rX,,;� ��-�i £�; �'�-.;. O:E'F'ICL O.F �•zt�. Clr.t'X C0�1C?�'� �; �� ��;-� ��:> 1 ;�! f:� =.c,i�'1 i'•;�� t� : 1.,'.•';`I,:.. � :l �'�� i3S '.F� . . �_'' �l '..'�� '- �. ' . . . ';:°`\... ,,�,��;,� D�t e : Apri 1 16, 1981 -��,�� CC� �� ^�� �i�' � � � � � � � � � TC� : S�in� P�u� Cit�r Gr���^�l � � �y: � �RQ �� = CO?!�°�.ii�2`�� U�1 FINANCE, MANAGFMENT & PERSONNEL . - George McMahon ; e�aiFnan� n�a�ces th� fo3ic�r�ing , repor�� r,r� G.�. � Ordir�c�r�c� . . (7) XX Res�lu�i�» - � " . • � C?�h er . � - I ��'L.'� : At its meeting �of Apri1 16, 1981 , the Finance Corr�nittee recommended approval of the fol'l ow.i ng: 1 . Resolution amending 1977, 1978, 1979 and 1981 Capital Improvement Budgets to� . provide funding for Griggs Playground Renovation. (11872-GM) � � 2. Resolution amending .1979 Capital Improvement Budget to pravide funding for Desnoyer Aven.ue Reconstruction. " . 3. Resolution abolishing titles and class specifications for titles in �Section 3.M, � � Special Employments. (1�1882-GM) -- - � 4. Resolution amending_Special Employments Section of city's Salary Plan and Rates � � of Compensation Resolution. (11883-GM) 5. Resolution adjusting rates of pay for various titles in Special Employment - Section of City's Salary Plan and Rates of Compensation Resolution. (11884-�M) 6. Resolution approving transfer of funds to Treasury Division to provide additional cash for change fund in connection with Surepay Electronic Fund . . Transfer Option. (11899-GM) 7. Resolution changing the name of the Development Company to St. Paul 503 _ Development Company, authorizing incorporators for company, and stating the City Council will appoint members according to By-laws and approve Articles of Incorporation. (CONTINUED . . .) ''[-�Y �L�1LL SEVEN"�-I FLOOR S:�I\7 PAUL, 1fI\tiESOTr� S�lC�' .:«� ..._ ,_ ' � � OM Q1: 12/1975 Rev. : 9/8/76 * EXPLANATION OF ADMINISTRATIVE ORDERS, '�`�b'�� RESOLUTIONS, AND ORDINANCES �'� Date. April 8, 1981 T0: MAYOR GEORGE LATIMER . �; ALAN D. EMORY-DEPUTY DIRECTOR,-,B�US�NESS REVITALIZATION DI�TISION �� g�; 503 Development Company ACTION REQUESTED: To pass coim cil resolution chan�ing the name o� the Development Company to St. Paul 503 Development Cc�mpany, and authorizing ineorporators for the company. Also stating that the City Cotmcil will appoint members to the company according to the By-laws: and approve the Articles of Incorporation. � PURPOSE AND RATIONALE FOR THIS ACTION: , In order to incorporate the Development Company and submit our a�plication to the SBA to become a certified Development Company enabling the use of SBA-503 (long-term-low-interest) fixed ass:et financing. ATTACHMENTS: 1. Council Resolution 2. Articles of Incorporation 3. By-Laws . ti , ,