PROCEEDINGS OF THE BOARD OF DIRECTORS
OF THE INDUSTRIAL DEVELOPMENT BOARD OF THE PARISH OF ACADIA,
LOUISIANA, INC., TAKEN AT AN ORGANIZATIONAL MEETING HELD ON TUESDAY,
OCTOBER 24, 2006, AT THE POLICE JURY MEETING ROOM OF THE COURTHOUSE,
CROWLEY, LOUISIANA.
Pursuant to
the provisions of an ordinance of the Police Jury of the Parish of
Acadia, State of Louisiana (the “Police Jury”), adopted on September
19, 2006, and the provisions of a resolution adopted by the Police
Jury on October 17, 2006, Kayla Link, Jesse Wilson, Gerard A. Frey,
Obie Hulin and Glenn Bellard, being five (5) of the nine (9)
persons appointed by the Police Jury to serve as members of the
Board of Directors (the “Board”) of the Industrial Development Board
of the Parish of Acadia, Louisiana, Inc. (the “Corporation”), met at
the Police Jury Meeting Room of the Courthouse, Crowley, Louisiana,
on Tuesday, October 24, 2006, at five o'clock (5:00) p.m., for the
purpose of organization and the transaction of other business, if
any.
It was
announced that the first order of business of the Board members was
to take their oath of office.
Thereupon,
Mr. Robbie Barousse, Acadia Parish Clerk of Court, administered the
oaths of office to the Board members present who, thereafter, signed
multiple copies of their oath of office so as to provide sufficient
copies for the files of the Parish, the Board and to record with the
Clerk of Court and the Secretary of State.
Cecelia B.
Chambers was requested to preside as President for the purpose of
organization and Katry Martin was requested to act as Secretary for
the purpose of organization.
Thereupon,
Cecelia B. Chambers, acting as President, called the meeting to
order and requested the Secretary to call the roll.
Present:
Kayla Link, Jesse Wilson, Gerard A. Frey, Obie Hulin, Glenn
Bellard
Absent:
Thomas Freeland, Fred Gossen, Keith Henry, Austin
Cormier
The acting
President then announced that the next order of business was to
select the officers of the Board of Directors for the current year.
Thereupon,
Kayla Link nominated Fred Gossen for President of the Board of
Directors, Obie Hulin seconded the nomination, and there being no
further nominations, Fred Gossen was elected by acclamation.
In that the
President was absent from the meeting, it was announced by Cecelia
B. Chambers, acting President, that the next order of business was
the election of a Vice President.
Thereupon,
Obie Hulin nominated Kayla Link for the office of Vice-President of
the Board of Directors, Glenn Bellard seconded the nomination, and
there being no further nominations, Kayla Link was elected by
acclamation.
Kayla Link
then assumed the duties of Vice President, and presided over the
meeting.
In
accordance with the provisions of the ordinance providing for the
creation of the Corporation, it was moved by Gerard A. Frey,
seconded by Obie Hulin and unanimously carried that Katry Martin be
appointed Secretary-Treasurer of the Board.
It was moved
by Obie Hulin, seconded by Glenn Bellard and unanimously carried,
that the second Tuesday of each month be designated as the regular
meeting day of the Board, and that all regular meetings should be
held at the Police Jury Meeting Room of the Courthouse, Crowley,
Louisiana, and begin promptly at the hour of six-thirty o'clock
(6:30) p.m.
It was moved
by Obie Hulin, seconded by Gerard A. Frey and unanimously carried,
that an official seal be adopted for the Corporation, which seal
shall be in the following form and description, to-wit:
Around the edge of the die, the words "Industrial Development
Board of the Parish of Acadia, Louisiana, Inc.", and in the
center the word "SEAL".
It was moved
by Obie Hulin, seconded by Jesse Wilson and unanimously carried,
that the "Rayne Acadian Tribune", a newspaper published in the City
of Rayne, Louisiana, and with a general circulation throughout the
Parish, be designated as the official journal of the Corporation.
It was moved
by Glenn Bellard and seconded by Obie Hulin to adopt the “Robert
Rules of Order” as the rules to govern the meetings of the Board of
Directors.
In
accordance with the provisions of the ordinance providing for the
creation of the Corporation, it was moved by Gerard A. Frey,
seconded by Jesse Wilson and unanimously carried, that the law firm
of Foley & Judell, LLP, of New Orleans, Louisiana, be appointed as
bond counsel to the Board and the Corporation to perform all
required legal services in connection with the issuance of any debt
obligations by the Corporation, their compensation to be set by a
future resolution adopted at the time of the issuance of any such
debt obligations.
Following
the foregoing action, Mr. Lonnie Bewley, with the firm of Foley &
Judell, L. L. P., discussed with the Board of Directors certain
legal powers and authority that it and the Corporation have under
State law, and that, as a political subdivision, the Corporation is
subject to audit by the Legislative Auditor. There also followed a
discussion of the Corporation’s power to issue debt obligations and
the laws concerning the Louisiana State Bond Commission.
It was
agreed that the appointment of a fiscal agent bank and adoption of
By-Laws for the Board be deferred to a subsequent meeting, thereby
affording all members an opportunity to further review the draft of
By-Laws that was provided to them.
After
answering a few questions presented by the Board members, the
meeting was adjourned
/s/Katry Martin_______
/s/ Kayla Link
KATRY MARTIN
KAYLA LINK
SECRETARY-TREASURER
VICE-PRESIDENT
PARISH OF ACADIA
I, the
undersigned Secretary-Treasurer of the Board of Directors (the
“Board”) of the Industrial Development Board of the Parish of
Acadia, Louisiana, Inc., do hereby certify that the foregoing pages
constitute a true and correct copy of the proceedings taken by the
Board on October 24, 2006, with respect to organizing the Board and
other matters in connection therewith.
IN FAITH WHEREOF, witness my official
signature at Crowley, Louisiana, on this, the 24th day of October,
2006.