| HB 559 - Newnan Convention and Visitors Bureau Authority; create |
First Reader Summary
A BILL to create the Newnan Convention and Visitors Bureau
Authority as a public body corporate and politic, a political
subdivision of the state, and a public corporation to have the
responsibility and authority to promote tourism, conventions, and
trade shows in Newnan; and for other purposes.
| House |
Action |
Senate |
| 2/10/99 |
Read 1st Time |
2/23/99 |
| 2/11/99 |
Read 2nd Time |
|
| 2/22/99* |
Favorably Reported |
3/1/99 |
| Sub |
Committee Amend/Sub |
|
| 2/12/99 |
Recommitted |
|
| 2/22/99 |
Read 3rd Time |
|
| 2/22/99 |
Passed/Adopted |
3/1/99 |
| CS |
Comm/Floor Amend/Sub |
|
| 3/26/99 |
Sent to Governor |
|
| 4/9/99 |
Signed by Governor |
|
| 58 |
Act/Veto Number |
|
| 4/9/99/9 |
Effective Date |
|
HB 559 LC 21 5377S
______________________________ offers the following
substitute to HB 559:
A BILL TO BE ENTITLED
AN ACT
1- 1 To create the Newnan Convention Center Authority as a public
1- 2 body corporate and politic, a political subdivision of the
1- 3 state, and a public corporation to have the responsibility
1- 4 and authority to promote tourism, conventions, and trade
1- 5 shows in Newnan, Georgia; to provide for the creation and
1- 6 organization of the authority; to provide for the
1- 7 appointment of the membership of the authority and their
1- 8 terms of office, compensation, and qualifications; to
1- 9 provide for meetings; to provide for legislative findings
1-10 and declaration of purpose; to provide for general powers;
1-11 to provide for regulations; to provide for other matters
1-12 relative to the foregoing and relative to the general
1-13 purposes of this Act; to repeal conflicting laws; and for
1-14 other purposes.
1-15 BE IT ENACTED BY THE GENERAL ASSEMBLY OF GEORGIA:
1-16 SECTION 1.
1-17 This Act will be known and may be cited as the "Newnan
1-18 Convention Center Authority Act."
1-19 SECTION 2.
1-20 Definitions and references.
1-21 As used in this Act, the term:
1-22 (1) "Area" means the geographic area of the city and
1-23 Coweta County.
1-24 (2) "Authority" means the Newnan Convention Center
1-25 Authority.
1-26 (3) "City" means the City of Newnan.
1-27 (4) "Conventions" means that term as defined in Article
1-28 3 of Title 48 of the O.C.G.A.
1-29 (5) "Special events" means events which, in the judgment
1-30 of the authority, will promote tourism in the area.
-1-
2- 1 (6) "Tourism" means that term as defined Article 3 of
2- 2 Title 48 of the O.C.G.A.
2- 3 (7) "Trade show" means that term as defined in Article 3
2- 4 of Title 48 of the O.C.G.A.
2- 5 SECTION 3.
2- 6 Creation of authority, status, tax exemption, and
2- 7 sovereign immunity.
2- 8 (a) There is created a body public and politic to be known
2- 9 as the Newnan Convention Center Authority. The authority
2-10 shall be deemed to be a political subdivision of the state
2-11 and a public corporation and by that name may contract and
2-12 be contracted with, sue and be sued, implead and be
2-13 impleaded, and bring and defend actions. Said authority
2-14 shall be a convention and visitors bureau authority created
2-15 by an Act of the General Assembly for a municipality for
2-16 purposes of Code Section 48-13-51 of the O.C.G.A. and is
2-17 intended to be an agency and instrumentality of the city and
2-18 a governmental unit for purposes of Section 103 and Sections
2-19 141 and 150 of the Internal Revenue Code of 1986, as
2-20 amended, and, as to the city, is intended to be a
2-21 subordinated entity for purposes of Section 265(b)(3)(E)(ii)
2-22 of the Internal Revenue Code of 1986, as amended. The
2-23 authority shall not be a state institution nor a department
2-24 or agency of the state but shall be a creation of the state,
2-25 having a distinct corporate identity and being exempt from
2-26 the provisions of Article 2 of Chapter 17 of Title 50 of the
2-27 O.C.G.A., the "Georgia State Financing and Investment
2-28 Commission Act."
2-29 (b) The authority shall have its principal office in the
2-30 city, and its legal situs or residence for the purposes of
2-31 this Act shall be the city.
2-32 (c) The exercise of the powers conferred upon the authority
2-33 in this Act shall constitute an essential governmental
2-34 function for a public purpose. The properties of the
2-35 authority, both real and personal, and the income of the
2-36 authority are declared to be public properties and income
2-37 used for the benefit and welfare of the people of the city
2-38 and not for the purpose of private or corporate benefit, and
2-39 such properties, to the extent of the authority's ownership
2-40 thereof or other interest therein, and all income and
2-41 obligations of the authority shall be exempt from all taxes
2-42 and special assessments of the state or any city, county, or
2-43 other political subdivision thereof. The authority shall
-2-
3- 1 have all of the exemptions and exclusions from taxes as are
3- 2 now granted to cities and counties for the operation of
3- 3 properties or facilities similar to the properties and
3- 4 facilities to be owned or operated, or both, by the
3- 5 authority.
3- 6 (d) The authority shall have the same immunity and exemption
3- 7 from liability for torts and negligence as the state, and
3- 8 the officers, agents, and employees of the authority, when
3- 9 in performance of work of the authority, shall have the same
3-10 immunity and exemption from liability for torts and
3-11 negligence as officers, agents, and employees of the State
3-12 of Georgia. The authority may be sued the same as private
3-13 corporations on any contractual obligation of the authority.
3-14 Any action to protect or enforce any rights under the
3-15 provisions of this Act or any suit or action against the
3-16 authority shall be brought in the Superior Court of Coweta
3-17 County, Georgia, and any action pertaining to validation of
3-18 any bonds issued under the provisions of this Act shall
3-19 likewise be brought in such court which shall have
3-20 exclusive, original jurisdiction of such actions. The
3-21 property of the authority shall not be subject to levy and
3-22 sale under legal process. The records of the authority
3-23 shall be public records which are subject to Article 4 of
3-24 Chapter 18 of Title 50 of the O.C.G.A. Nothing in this Act
3-25 shall be construed to abridge or change the powers and
3-26 duties of other authorities, departments, boards, and like
3-27 agencies of the city.
3-28 SECTION 4.
3-29 Members and meetings.
3-30 (a) The authority shall consist of seven members who shall
3-31 be natural persons who shall be at least 18 years of age and
3-32 shall be residents of the city. No official or employee of
3-33 the city shall serve as a member of the authority. The
3-34 mayor and the city councilmembers shall appoint the members
3-35 of the authority, the mayor having the right to vote on such
3-36 appointments. The terms of members shall be for three
3-37 years, except that in the appointment of the first members
3-38 under the terms of this article, two of the members shall be
3-39 appointed for a term of one year, two for a term of two
3-40 years, and three for a term of three years. Any member may
3-41 resign at any time by filing a written notice of resignation
3-42 with the city clerk. Members shall serve at the pleasure of
3-43 the mayor and city councilmembers, and any member may be
3-44 removed by majority vote of the mayor and city
-3-
4- 1 councilmembers, with or without cause, and neither the city
4- 2 nor the mayor nor any city councilmember shall be subject to
4- 3 any liability on account of such removal.
4- 4 (b) The authority shall meet at such times as may be
4- 5 necessary to transact the business coming before it.
4- 6 Meeting of the authority shall be open to the public in
4- 7 accordance with the laws of the state. Written minutes of
4- 8 all meetings shall be kept; and within ten days following
4- 9 every meeting, a copy of the minutes shall be furnished to
4-10 the mayor and city councilmembers. Meetings shall be
4-11 conducted in accordance with Robert's Rules of Order.
4-12 (c) At the first meeting of the authority, the members shall
4-13 elect a chairperson, a vice chairperson, and a
4-14 secretary-treasurer from its membership. Commencing in the
4-15 year 2000, at the first meeting of the authority in February
4-16 of each year, the members shall elect a chairperson, a vice
4-17 chairperson, and a secretary-treasurer from its membership.
4-18 The chairperson shall preside at meetings of the authority.
4-19 The vice chairperson shall preside at meetings in the
4-20 absence of the chairperson. In the absence of both the
4-21 chairperson and vice chairperson, the members present at a
4-22 meeting shall elect a temporary chairperson to preside at
4-23 that meeting so long as the chairperson and vice chairperson
4-24 both remain absent from the meeting. Four members shall
4-25 constitute a quorum. Official action may be taken by
4-26 majority vote of those members voting on a matter if a
4-27 quorum is present and voting on such matter, except that the
4-28 bylaws of the authority may only be initially adopted or
4-29 subsequently amended by majority vote of all members. All
4-30 members present at a meeting, including the chairperson,
4-31 vice chairperson or any other member presiding at such
4-32 meeting, shall be entitled to vote on all matters that come
4-33 before the meeting, except as otherwise provided in
4-34 subsection (e) of this section. No vacancy on the authority
4-35 shall impair the right of the quorum to exercise all the
4-36 rights and perform all the duties of the authority.
4-37 (d) Members shall receive no compensation for their services
4-38 as members of the authority but may be reimbursed for their
4-39 proper and reasonable expenses incurred in the performance
4-40 of their duties, subject to any limitations imposed by
4-41 general law on the reimbursement of public officials and
4-42 subject to any limitations which may be contained from time
4-43 to time in the bylaws of the authority.
-4-
5- 1 (e)(1) As used in this subsection, the term "substantial
5- 2 interest or involvement" means any interest or
5- 3 involvement which reasonably may be expected to result
5- 4 in a direct financial benefit to such member, as
5- 5 determined by the board of members by vote, which
5- 6 determination shall be final and not subject to review.
5- 7 (2) The provisions of Code Section 45-10-3 of the
5- 8 O.C.G.A. shall apply to the members of the authority,
5- 9 and a member of the authority shall not engage in any
5-10 transaction with the authority. The provisions of the
5-11 immediately preceding sentence and the provisions of
5-12 paragraph (9) of such Code section shall be deemed to
5-13 have been complied with and the authority may purchase
5-14 from, sell to, borrow from, loan to, contract with, or
5-15 otherwise deal with any member or any organization or
5-16 person with which any member of the authority is in any
5-17 way interested or involved, provided that:
5-18 (A) Any interest or involvement by such members is
5-19 disclosed in advance to the members of the authority
5-20 who will be voting on the matter or transaction and
5-21 such disclosure is recorded in the minutes of the
5-22 authority;
5-23 (B) No member having such a substantial interest or
5-24 involvement may be present at that portion of any
5-25 meeting of the board of members during which
5-26 discussion of such matter or transaction is conducted;
5-27 and
5-28 (C) No member having a substantial interest or
5-29 involvement may participate in any decision of the
5-30 board of members relating to any such matter or
5-31 transaction. A member who has any such substantial
5-32 interest or involvement shall be entitled to
5-33 participate in discussions of whether such interest or
5-34 involvement is a substantial interest or involvement
5-35 but shall not be entitled to vote on the question.
5-36 (3) Nothing contained in this subsection or in Code
5-37 Section 45-10-3 of the O.C.G.A. shall be deemed to
5-38 prohibit any member from providing legal services to the
5-39 authority, being paid for such services and related
5-40 expenses, participating in discussions relating to his
5-41 or her engagement, scope of services, compensation, or
5-42 related matters or from voting on such matters.
-5-
6- 1 SECTION 5.
6- 2 The purpose of the authority is to promote tourism,
6- 3 conventions, and trade shows within the area in such manner
6- 4 and manners as the authority shall determine to be
6- 5 appropriate.
6- 6 SECTION 6.
6- 7 Duty of the authority.
6- 8 It shall be the duty of the authority to promote tourism,
6- 9 conventions, and trade shows within the area.
6-10 SECTION 7.
6-11 (a) The authority shall have all powers allowed by law and
6-12 consistent with the provisions of this Act as are necessary
6-13 or convenient to carry out its corporate purpose, including,
6-14 without limitation, the power to:
6-15 (1) Adopt and alter a corporate seal;
6-16 (2) Purchase advertising promoting tourism, conventions,
6-17 trade shows, and special events;
6-18 (3) Encourage, solicit, promote, procure, sponsor,
6-19 co-sponsor, and service conventions, trade shows and
6-20 special events;
6-21 (4) Lend financial support through grants,
6-22 contributions, or otherwise to other governmental
6-23 entities in furtherance of its corporate purpose;
6-24 (5) Lend financial support through grants,
6-25 contributions, or otherwise to private sector for-profit
6-26 and not-for-profit entities in furtherance of its
6-27 corporate purpose, provided the authority determines
6-28 that the residents of the area shall receive a
6-29 substantial benefit therefrom;
6-30 (6) Conduct activities to foster better public
6-31 understanding on the part of individuals and businesses
6-32 of the importance of tourism and the convention and
6-33 visitors industry to the economy of the city and of the
6-34 area;
6-35 (7) Conduct activities to encourage and assist the
6-36 cooperation between the businesses and industries
6-37 servicing tourists, conventions, and special events;
-6-
7- 1 (8) Engage in fundraising activities in furtherance of
7- 2 its corporate purpose;
7- 3 (9) Acquire by purchase, lease, or otherwise and to
7- 4 hold, lease, and dispose of real and personal property
7- 5 of every kind and character for its corporate purposes;
7- 6 (10) Acquire in its own name by purchase, on such terms
7- 7 and conditions and in such manner as it may deem proper,
7- 8 real property or rights of easements therein or
7- 9 franchises necessary or convenient for its corporate
7-10 purpose, to use the same so long as its corporate
7-11 existence shall continue, to lease or make contracts
7-12 with respect to the use of the same, or to dispose of
7-13 the same in any manner it deems to the best advantage of
7-14 the authority. If the authority shall deem it expedient
7-15 to construct any facility relating to tourism,
7-16 conventions, trade shows, or special events on any
7-17 lands, the title to which shall then be held by the
7-18 State of Georgia, the Governor is authorized to convey
7-19 for and in behalf of the state title to such lands to
7-20 the authority upon payment to the State of Georgia for
7-21 the credit of the general fund of the state of the
7-22 reasonable value of such lands or upon the receipt of
7-23 such lawful consideration as may be determined by the
7-24 parties to such conveyance. If the authority shall deem
7-25 it expedient to acquire and construct any such facility
7-26 on any lands, the title to which shall then be held by
7-27 the city, the county, or any other municipality
7-28 incorporated in said county, the governing authority or
7-29 body of the city, the county, or any of the said
7-30 municipalities is authorized to convey title to such
7-31 lands to the authority upon the receipt of such lawful
7-32 consideration as may be determined by the parties to
7-33 such conveyance or upon payment for the credit of the
7-34 general funds of said county or municipalities of the
7-35 reasonable value of such lands, such value to be
7-36 determined by mutual consent of said county or
7-37 municipality and the chairperson of the authority;
7-38 (11) Appoint, select, and employ an executive director,
7-39 officers, agents, and employees, and independent
7-40 consultants including but not limited to engineering,
7-41 architectural, and construction experts, fiscal agents,
7-42 economists, and attorneys and fix their respective
7-43 compensations; and to delegate to the executive director
7-44 the authority and responsibility necessary properly to
-7-
8- 1 administer the day-to-day business of the authority
8- 2 within policies set by the authority and subject to its
8- 3 review. The powers delegated to the executive director
8- 4 may, at the election of the authority, include the
8- 5 making of recommendations as to the hiring and
8- 6 termination of other employees and their compensation,
8- 7 the management of the authority's offices and
8- 8 properties, the making of budget recommendations, and
8- 9 the hiring of independent consultants;
8-10 (12) Appoint an advisory committee and other committees
8-11 of persons from the public and private sectors without
8-12 regard to their place of residence;
8-13 (13) To make contracts of every kind and character, and,
8-14 without limitation, any and all persons, firms, and
8-15 corporations and the state and any and all political
8-16 subdivisions, departments, institutions, or agencies of
8-17 the state are authorized to enter into contracts,
8-18 leases, or agreements with the authority upon such terms
8-19 and for such purposes as they deem advisable; and,
8-20 without limiting the generality of the above, the
8-21 authority and the city shall be permitted to enter into
8-22 the following: (i) contracts under which hotel-motel
8-23 taxes collected by the city are paid to and expended by
8-24 the authority as contemplated by paragraph (3) of
8-25 subsection (a) of Code Section 48-13-51 of the O.C.G.A.,
8-26 (ii) contracts under which the authority purchases
8-27 administrative and financial management services from
8-28 the city to be performed by personnel at the city's
8-29 cost, which shall include the costs of payroll, employee
8-30 benefits, supplies, and overhead reasonably allocable to
8-31 the performance of such services, and (iii) lease
8-32 contracts relating to leases of real property, personal
8-33 property, or both real and personal property;
8-34 (14) Accept loans and grants of money or materials or
8-35 property of any kind from the United States of America
8-36 or any agency or instrumentality thereof, upon such
8-37 terms and conditions as the United States of America or
8-38 such agency or instrumentality may impose;
8-39 (15) Accept loans and grants of money or materials or
8-40 property of any kind from the State of Georgia or any
8-41 agency or instrumentality or political division thereof,
8-42 upon such terms and conditions as the State of Georgia
8-43 or such agency or instrumentality or political
8-44 subdivision may impose;
-8-
9- 1 (16) Borrow money for any of its corporate purposes and
9- 2 to execute evidences of such indebtedness and to secure
9- 3 the same and to issue and validate revenue bonds
9- 4 pursuant to the provisions of Article 3 of Chapter 82 of
9- 5 Title 36 of the O.C.G.A., the "Revenue Bond Law," to pay
9- 6 the project costs of any one or more facilities relating
9- 7 to tourism, conventions, trade shows, or special events
9- 8 payable solely from funds pledged for that purpose, and
9- 9 to refund such revenue bonds; such facilities shall be
9-10 owned by the authority and may be operated by the
9-11 authority, leased by the authority in whole or in part
9-12 under true leases, which shall also be known as
9-13 operating leases, or operated by others pursuant to one
9-14 or more management contracts; revenues of the authority
9-15 including but not limited to revenues derived by it from
9-16 any such facilities and revenues derived from
9-17 hotel-motel taxes received from the city may be pledged
9-18 to the payment of debt service on such revenue bonds and
9-19 other evidences of indebtedness of the authority;
9-20 (17) Sell, lease, grant, exchange, or otherwise dispose
9-21 of any property, both real and personal, or interest
9-22 therein;
9-23 (18) Sue and be sued in contract and in tort and to
9-24 complain and defend in all courts;
9-25 (19) Advise and recommend plans to other public and
9-26 private sector entities for the promotion of tourism,
9-27 conventions, and trade shows;
9-28 (20) Conduct studies and develop plans for improving
9-29 tourism in the area;
9-30 (21) Receive and disburse public funds appropriated by
9-31 the city, including but not limited to revenues derived
9-32 from the hotel-motel tax collected by the city; and to
9-33 receive and disburse funds from private sources and
9-34 other revenues which may be received from time to time
9-35 which would assist in the accomplishment of its
9-36 corporate purpose; and
9-37 (22) Do all things necessary or convenient to accomplish
9-38 its corporate purpose and to exercise any power
9-39 permitted by the laws of the state to be exercised by
9-40 private corporations which will further the authority's
9-41 ability to accomplish such purpose, so long as the
9-42 exercise of such power is not in conflict with the
9-43 Constitution or laws of this state.
-9-
10- 1 (b) The powers enumerated in each paragraph of subsection
10- 2 (a) of this section are cumulative of and in addition to
10- 3 those powers enumerated in the other paragraphs of
10- 4 subsection (a) of this section and any other powers
10- 5 elsewhere in this Act or which may reasonably be inferred
10- 6 from the provisions of this Act. This Act shall be
10- 7 liberally construed to effect the described purposes, and in
10- 8 interpreting this Act, the courts are not to apply "Dillon's
10- 9 Rule."
10-10 SECTION 8.
10-11 Budget and finances.
10-12 The authority shall prepare an annual budget and submit the
10-13 same to the mayor and city councilmembers, which upon
10-14 approval by the city councilmember may, in the discretion of
10-15 the city councilmembers, be funded in whole or in part with
10-16 revenue received by the city from the hotel-motel tax,
10-17 provided the authority complies with any provisions relative
10-18 to the expenditure of said revenues contained in Article 3
10-19 of Chapter 13 of Title 48 of the O.C.G.A. as now in effect
10-20 and any other conditions or criteria deemed proper by the
10-21 mayor and city councilmembers.
10-22 SECTION 9.
10-23 The authority may by affirmative vote of a majority of all
10-24 members adopt bylaws to govern the authority, its employees,
10-25 and operation and may by affirmative vote of all members
10-26 repeal, replace, or amend such bylaws.
10-27 SECTION 10.
10-28 Liability limited.
10-29 Neither the members of the authority nor any person
10-30 executing bonds, notes, leases, or other agreements or
10-31 obligations on behalf of the authority shall be personally
10-32 liable thereon by reason of such execution.
10-33 SECTION 11.
10-34 City not bound.
10-35 The authority shall have no power or authority to bind the
10-36 city by any contract, agreement, financial obligation,
10-37 indebtedness, or otherwise; and no contract, agreement,
10-38 financial obligation, or indebtedness incurred by the
10-39 authority shall ever be a claim or charge against the city,
10-40 provided that both the authority and the city shall be bound
-10-
11- 1 to each other by contacts, agreements, financial obligations
11- 2 or indebtedness between themselves.
11- 3 SECTION 12.
11- 4 The mayor and city councilmembers shall be authorized, by
11- 5 and through a committee of their own number or by any one or
11- 6 more persons they may select to inspect at their pleasure
11- 7 the state and condition of the authority, its properties,
11- 8 and all books and records pertaining to the authority and
11- 9 its affairs, and the authority shall give and furnish them
11-10 with assistance in making such inspections.
11-11 SECTION 13.
11-12 Should the authority for any reason be dissolved after full
11-13 payment of all bonded indebtedness incurred under the
11-14 provisions of this Act, both as to principal and interest,
11-15 title to all property of any kind and nature, real and
11-16 personal, held by the authority at the time of such
11-17 dissolution shall be conveyed to the city; or title to any
11-18 such property may be conveyed prior to such dissolution in
11-19 accordance with provisions which may be made therefor in any
11-20 resolution or trust instrument relating to such property,
11-21 subject to any liens, leases, or other encumbrances
11-22 outstanding against or in respect to such property at the
11-23 time of such conveyance.
11-24 SECTION 14.
11-25 All laws and parts of laws in conflict with this Act are
11-26 repealed.
-11-
Clerk of the House
Robert E. Rivers, Jr., Clerk
Last Updated on 04/19/99
