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09-14-9473U Board of Directors Room City Hall - 500 W. Markham Little Rock, Arkansas September 14, 1994 - 1:30 P.M. The Board of Directors of the City of Little Rock, Arkansas reconvened from the September 6, 1994, regular meeting with Mayor Jim Dailey presiding. City Clerk Robbie Hancock called the roll with the following Directors present: Directors Priest, Sharp, Lewellen, Adcock, Hendrix, Scheibner, and Keck - total 7; Absent - Directors Roy, Mason, and Joyce - total 3. With a quorum present, Mayor Dailey called the meeting to order and announced that the purpose of the reconvened meeting was to conduct a public hearing and consider an Ordinance providing for the issuance of Airport Revenue Bonds and to consider a Resolution authorizing the execution of a lease agreement for the Camelot Hotel. (Directors Roy and Joyce were enrolled at 1:38 o'clock P.M.) A public hearing had been rescheduled for this time and place (see Minutes of August 31, 1994) and notice thereof duly published, on the issuance and sale of Airport Revenue Bonds. Mayor Dailey declared the public hearing open. Mr. Bill Spivey, Bond Attorney, explained the proposal to issue Airport Revenue Bonds for the purpose of refunding outstanding Airport Revenue Bonds. The Bonds will be sold to A. G. Edwards & Sons, Inc., Hill, Crawford & Lanford, Inc. and M. R. Beal & Company, collectively the Underwriters. No opposition was presented, and Ordinance No. 16,745 was introduced, with the title being: AN ORDINANCE PROVIDING FOR THE ISSUANCE AND SALE OF AIRPORT -- REVENUE BONDS FOR THE PURPOSE OF REFUNDING OUTSTANDING AIRPORT REVENUE BONDS; PROVIDING FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF A MASTER TRUST INDENTURE AND A SUPPLEMENTAL TRUST INDENTURE; AND PRESCRIBING OTHER MATTERS RELATING THERETO; AND DECLARING AN EMERGENCY; and the Ordinance was read the first time. There was a motion by Director Scheibner, seconded by Director Adcock, to suspend the rules and place the Ordinance on second reading. The motion was unanimously adopted by the Board Members present, being ten in number and two - thirds or more of the members of the Board of Directors- elect. Following the second reading of the Ordinance, there was a motion and second by Directors Adcock and Scheibner, respectively, to again suspend the rules and place the Ordinance on third and final reading. The motion was unanimously adopted by the Board Members present, being ten in number and two - thirds or more of the members of the Board of Directors - elect, and the third and last reading of the Ordinance ensued. A roll call vote was taken on the question, Shall the Ordinance Pass, with the results recorded as follows: Ayes - Directors Priest, Roy, Sharp, Lewellen, Mayor Dailey, Directors Adcock, Hendrix, Scheibner, Keck and Joyce - total 10; Noes - None; Absent - Vice Mayor Mason - total 1. The Emergency Clause contained in Section 8 of the foregoing Ordinance was then read and adopted by the following roll call vote: Ayes - Directors Priest, Roy, Sharp, Lewellen, Mayor Dailey, Directors Adcock, Hendrix, Scheibner, Keck and Joyce - total 10; Noes - None; Absent - Vice Mayor Mason - total 1. Therefore, the Ordinance, together with the Emergency Section, was declared PASSED. 1 Minutes September 14, 1994 Consideration was then given entitled: to Resolution No. 9,241, A RESOLUTION TO AUTHORIZE THE MAYOR AND CITY CLERK TO EXECUTE ALL NECESSARY AGREEMENTS TO COMPLETE A CONSTRUCT AND LEASE, PARKING AND CONCESSION AGREEMENT BY AND BETWEEN THE CITY OF LITTLE ROCK, ARKANSAS (ON ITS BEHALF AND THAT OF THE LITTLE ROCK ADVERTISING AND PROMOTION COMMISSION) AND CAPITOL CITY HOTELS LIMITED PARTNERSHIP, AN ARKANSAS LIMITED PARTNERSHIP; AND FOR OTHER PURPOSES; (Re: Camelot Hotel) There was a motion by Director Adcock to defer the Resolution in order to review the material distributed the day before and because she had several questions to be answered. Director Hendrix seconded the motion. Director Scheibner objected to the deferral, stating that there are three members of the Board of Directors on the Advertising & Promotion Commission, who, along with City Attorney Tom Carpenter and Finance Director John Pryor, have been involved and worked diligently in pursuing the lease. He said it is imperative to move forward and get the Camelot deal finalized. He suggested that the motion be withdrawn and the questions presented for discussion. Directors Lewellen and Sharp agreed with Director Scheibner and urged the Board to adopt the Resolution. Directors Adcock, Hendrix, Keck and Joyce wanted time to read the lease agreement and other documents before taking action. Responding to Director Keck's question about time constraints, City Attorney Tom Carpenter said the City is under a time constraint because the City is responsible for operation of the hotel until a lease agreement is finally executed, and the liabilities for operation of the property remain with the City until then also. The longer there is a delay in signing the lease agreement, the more delay there will be in contracting with a franchisee. Mr. Hal Kemp, attorney for the Advertising & Commission, said that work toward renovation of the Hotel cannot begin until the Lessee gets possession of the property, which cannot happen until the lease agreement is executed. He said he would like the opportunity to respond to questions. City Attorney Tom Carpenter, Finance Director John Pryor, Mr. Hal Kemp, and Mr. Wally Allen, Chairman of the Advertising & Promotion Commission, responded to questions by Board Members. Mr. Kemp reminded Board Members that the big gain is that we had a property that was real close to closure, and now we have a major player coming into this community who is going to put a $6 million minimum capital investment into this property without any cost to the City of Little Rock. Following the lengthy question and answer period, there was a motion by Director Scheibner, seconded by Director Lewellen, to adopt the Resolution. A roll call vote was taken on the motion with the results recorded as follows: Ayes - Directors Priest, Roy, Lewellen, Mayor Dailey, Directors Adcock, Hendrix, Scheibner, and Joyce - total 8; Noes - None; Abstentions - Directors Sharp and Keck - total 2; Absent - Vice Mayor Mason - total 1. Whereupon, the Resolution was adopted. There being no further business to be presented, the reconvened meeting was adjourned at 2:24 o'clock P.M. with the Board of Directors to meet again in regular session on Tuesday, September 20, 1994, at 6:00 o'clock P.M. ATTEST: CA, City Clerk Robbie Hancock 2 APPROVED: Ma r Jim Dailey 731