Res. 17-21 PEDC Bylaws Amendment 03.28.17TOWN OF PROSPER, TEXAS
RESOLUTION NO. 17-21
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER,
TEXAS, APPROVING AN AMENDMENT TO SUBSECTION (c) OF SECTION 3,
"BOOKS, RECORDS, AUDITS," OF ARTICLE IV, "FUNCTIONAL
CORPORATE DUTIES AND REQUIREMENTS," OF THE RESTATED BYLAWS
OF THE PROSPER ECONOMIC DEVELOPMENT CORPORATION RELATIVE
TO THE ANNUAL AUDIT; MAKING FINDINGS; AND PROVIDING FOR AN
EFFECTIVE DATE.
WHEREAS, the current Restated Bylaws of the Prosper Economic Development
Corporation (the "PEDC") provide in Subsection (c) of Section 3, "Books, Records, Audits," of
Article IV, "Functional Corporate Duties and Requirements," that the PEDC may not utilize the
same auditor as engaged by the Town of Prosper for the current or immediately preceding
three (3) years"; and
WHEREAS, the PEDC's auditor has determined that the foregoing provision is not
necessary and that it would be more cost-effective for the Town and the PEDC to utilize the
same auditing firm, as has been the case in previous years, and during such time no issues
have arisen; and
WHEREAS, on March 22, 2017, the Board of Directors of the PEDC adopted a Resolution
approving the proposed amendment and concluded that said amendment was in the best
interests of the Town and the PEDC and would result in cost -savings for the PEDC and the
Town.
NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, THAT:
SECTION 1
All of the above premises are hereby found to be true and correct legislative and factual
findings of the Town of Prosper, Texas, and they are hereby approved and incorporated into the
body of this Resolution as if copied in their entirety.
SECTION 2
The Town Council hereby authorizes the amendment of the PEDC's Restated Bylaws, as
reflected in the Resolution adopted by the Board of Directors of the PEDC, attached hereto as
Exhibit A, and the Town Council specifically approves said amendment.
SECTION 3
This Resolution is effective immediately upon its passage.
DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, THIS JVJV fj ,y pF MARCH, 2017.
�,-p W Ray SmithMayor
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APPROVED AS TO FORM AND LEGALITY:
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Terrence S. Welch, Town Attorney
Resolution No. 17-21, Page 2
Exhibit A
Resolution of the Board of Directors of the Prosper Economic Development Corporation
PROSPER ECONOMIC DEVELOPMENT CORPORATION
RESOLUTION
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE PROSPER ECONOMIC
DEVELOPMENT CORPORATION AMENDING SUBSECTION (c) OF SECTION 3, "BOOKS,
RECORDS, AUDITS," OF ARTICLE IV, "FUNCTIONAL CORPORATE DUTIES AND
REQUIREMENTS," OF THE RESTATED BYLAWS OF THE PROSPER ECONOMIC
DEVELOPMENT CORPORATION RELATIVE TO THE ANNUAL AUDIT; MAKING FINDINGS;
AND PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the current Restated Bylaws of the Prosper Economic Development
Corporation (the "PEDC") provide in Subsection (c) of Section 3, "Books, Records, Audits,"
of Article IV, "Functional Corporate Duties and Requirements," that the PEDC may not
utilize the same auditor as engaged by the Town of Prosper for the current or immediately
preceding three (3) years"; and
WHEREAS, the PEDC's auditor has determined that the foregoing provision is not
necessary and that it would be more cost-effective for the Town and the PEDC to utilize the
same auditing firm, as has been the case in previous years, and during such time no issues
have arisen; and
WHEREAS, the Board of Directors agrees that the amendment referenced below in this
Resolution is in the best interests of the Town and the PEDC and will result in cost -savings for
the PEDC and the Town.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE PROSPER ECONOMIC DEVELOPMENT CORPORATION THAT:
SECTION 1
The findings set forth above are incorporated into the body of this Resolution as if fully set
forth herein.
SECTION 2
Subject to Town Council approval, Subsection (c) of Section 3, "Books, Records, Audits," of
Article IV, "Functional Corporate Duties and Requirements," of the Restated Bylaws of the
Prosper Economic Development Corporation is hereby amended to read as follows:
"(c) The Corporation, at its own expense, shall cause its books, records,
accounts, and financial statements to be audited at least once each fiscal year by
Resolution No. 17-21, Page 3
an outside, independent, certified public accounting firm. Such auditing and
accounting firm may not perform the Corporation's annual audit for more than
five (5) consecutive years. The report of the audit, with the auditor's
recommendations, will be made to the Town Council. Upon completion of the
audit, copies of the Independent Auditor's Report and Annual Financial Report
will be made available in the office of the person performing the duties of Town
Secretary, as a public record."
SECTION 3
Any and all resolutions, rules, regulations, policies, or provisions in conflict with the
provisions of this Resolution are hereby repealed and rescinded to the extent of any conflict
herewith.
SECTION 4
This Resolution was approved by the Board of Directors of the Prosper Economic
Development Corporation on _ day of 2017.
ATTEST:
Robyn Battle, Town Secretary
Jim Wicker, President
Resolution No. 17-21, Page 4