Chapter
436
2005 -- H 6647 AS AMENDED
Enacted 07/19/05
A N A C T
RELATING TO CONVENTION CENTER AUTHORITY ACT
Introduced
By: Representative Steven M. Costantino
Date Introduced: June 28,
2005
It is enacted by the General Assembly as
follows:
SECTION 1.
Sections 42-99-3, 42-99-4, 42-99-9 and 42-99-16 of the General Laws in
Chapter 42-99 entitled "Convention Center
Authority Act" are hereby amended to read as
follows:
42-99-3.
Definitions. -- The following words and terms shall have the following
respective meanings, unless the context clearly
indicates a different meaning:
(1) "Chief municipal
officer" means:
(i) If the
municipality is a city, its mayor, or
(ii) If the
municipality is a town, the president of its town council.
(2)
"Convention center" means a facility used to house conventions, trade
shows,
exhibitions, displays, meetings, banquets, and
other events, as well as facilities related thereto
such as parking lots and garages, a civic
center,
connection walkways, hotels, and office buildings
(including any retail facilities which are
incidental to and located within any of the foregoing);
provided, however, that any office building
which is not a part of, or physically connected to, a
hotel may not be financed by the issuance of
bonds of the corporation.
(3)
"Corporation" means the corporation established by this act.
(4)
"Governor" means the governor of the state.
(5)
"Municipality" means the city or town within which the convention
center and other
facilities constructed, managed, or operated by
the corporation is located.
(6)
"Project" means the acquisition, construction, reconstruction,
rehabilitation,
improvement, development of, or any expenditure
with respect to, any real or personal property
for the corporation's purposes.
(7)
"State" means the state of Rhode Island.
42-99-4.
Creation of a corporation -- Composition -- Personnel -- Compensation. --
(a) There is created and established a public
corporation of the state, having a distinct legal
existence from the state and not constituting a
department of the state government, with those
corporate powers that are set forth in this
chapter to be known as "convention center authority",
or by any other name that the board of
commissioners may select which appropriately identifies
the corporation's activities or location, to
carry out the provisions of this chapter. The corporation
is constituted a public instrumentality
exercising public and essential governmental functions, and
the exercise by the corporation of the powers
conferred by this chapter shall be deemed and held
to be the performance of an essential
governmental function of the state. The corporation shall be
deemed a "state agency or department"
for the purposes of chapter 75.2 of title 42. It is the intent
of the general assembly by the passage of this
chapter to incorporate a public corporation and
instrumentality and agency of the state for the
purpose of carrying on the activities authorized,
and to vest that corporation with all powers,
authority, rights, privileges, and titles that may be
necessary to enable it to accomplish those
purposes. This chapter shall be liberally construed in
conformity with the purpose expressed.
(b) The
corporation is created, established, and incorporated for the following purposes:
to construct, manage, and operate a convention
center and to acquire by purchase or otherwise
land therefor.
(c) The
convention center shall be located in one of the cities or towns in the state
in
which the mayor (if a city) or a president of
the town council (if a town) and the governor agree
that the convention center shall be located.
(d) (i) The
powers of the corporation shall be vested in a board of commissioners having
nine (9) members through June 30, 2006 and eleven
(11) members thereafter, who shall be
appointed in the manner set forth in this
section. Forthwith upon the enactment of this chapter, the
governor and chief municipal officer (sometimes
referred to as the "appointing authorities") will
each appoint four (4) commissioners for terms
ending respectively on June 30, 1988, June 30,
1989, and June 30, 1990, and June 30, 1991, and
thereafter until their respective successors are
appointed and shall have qualified. Beginning on
June 30, 1988, and on each June 30 thereafter,
the appointing authorities shall appoint
commissioners to succeed the commissioners whose
terms are then ending and to serve for terms of
four (4) years.
Notwithstanding
the foregoing, on and after June 30, 1991 the governor shall have the
power to appoint six (6) seven (7)
commissioners and the chief municipal officer appropriate
municipal authority shall have the power to
appoint two (2) three (3) commissioners to serve for
terms of four (4) years. This change shall be effected
as follows:
On June 30, 1991
and June 30, 1992, the governor shall appoint a commissioner to
succeed one commissioner, previously appointed
by the governor whose term is then ending to
serve terms of four (4) years. On June 30, 1991
and June 30, 1992 the chief municipal officer
shall appoint a commissioner to succeed one
commissioner, previously appointed by the chief
municipal officer, whose term is then ending, to
serve terms of four (4) years. On June 30, 1993
and on June 30, 1994, the governor shall appoint
both commissioners to succeed the
commissioners whose terms are then ending, to
serve for terms of four (4) years. On July 1, 2006
the governor and the city council of the city of
Providence shall each appoint one additional
commissioner, to serve terms of four (4) years. The appointments by the
governor are designated
"gubernatorial commissioners". The
commissioners appointed by the chief municipal officer or
the city council of the city of Providence whose terms expire
on June 30, 1991 and June 30, 1992
are designated "municipal
commissioners". The governor and the chief municipal officer
appropriate municipal authority shall have the power to
appoint commissioners to succeed the
gubernatorial commissioners and the municipal commissioners
respectively when the terms of the
gubernatorial commissioners and the municipal
commissioners end, for a period of four (4) years.
(ii) Forthwith
upon the enactment of this chapter, the governor and the chief municipal
officer will jointly appoint a ninth (9th)
commissioner who will act as chairperson of the
corporation and whose four (4) year term will
end on June 30, 1991. On June 30, 1991, the
governor shall appoint a ninth (9th)
commissioner who will serve as chairperson until the
expiration of a second full four (4) year term
on June 30, 1995. Thereafter, the ninth (9th) or, as
appropriate after July 1, 2006, the eleventh
(11th),
commissioner will be appointed (for successive
four (4) year terms) by the governor and the
chairperson will be elected from among its members
by the board of commissioners.
(e) Any
commissioner may be reappointed for successive terms. Any commissioner may
be removed by the appointing authority for
misfeasance, malfeasance or willful neglect of duty.
Any vacancy resulting from the death,
disability, or other failure of a commissioner to continue to
serve may be filled by the person given the
power to make the original appointment.
(f) The board of
commissioners shall elect from among its members, a vice chairperson,
any other officers that they may determine,
including a secretary and a treasurer, and, beginning
on July 1, 1995, a chairperson. Meetings shall
be held at the call of the chairperson or whenever
two commissioners request. Action by the
corporation may be taken by the board of
commissioners at any regular or special meeting
at which a quorum is present. Five (5)
commissioners of the corporation shall
constitute a quorum for meetings prior to July 1, 2006,
and six (6) commissioners of the corporation
shall constitute a quorum for meetings thereafter.
Any action taken by the corporation under the
provisions of this chapter shall require the
affirmative vote of not less than five (5)
commissioners for meetings prior to July 1, 2006, and six
(6) commissioners for meetings thereafter. No vacancy in the
membership of the corporation shall
impair the right of a quorum to exercise all of
the rights and perform all of the duties of the
corporation.
(g) Commissioners
shall receive no compensation for the performance of their duties, but
each commissioner shall be reimbursed for his or
her reasonable expenses incurred in carrying
out the duties under this chapter.
(h)
Notwithstanding the provisions of any other law, no officer or employee of the
state
shall be deemed to have forfeited or shall
forfeit his or her office or employment by reason of his
or her acceptance of membership of the
corporation or his or her service thereto.
(i) The commissioners
may employ an executive director who shall administer, manage,
and direct the affairs and business of the
corporation, subject to the policies, control, and direction
of the commissioners. The commissioners may
employ technical experts and any other officers
and agents and fix their qualification, duties,
and compensation. The executive director and
technical experts, officers, agents, and
attorneys so employed shall not be subject to the
provisions of the classified service. The
commissioners may employ other employees, permanent
and temporary, as they deem necessary. The
commissioners may delegate to one or more of the
corporation's agents or employees those
administrative duties they may deem proper.
(j) The
commissioners may authorize the engagement of any other person, corporation,
or other entity including, without limiting the
generality of the foregoing, any public body
corporate and politic located within the
municipality as they may select to undertake the staffing
and management of the convention center
(including the scheduling of events and related
activities) upon any terms and for any periods
of time that they may deem proper.
(k) The secretary
shall keep a record of the proceedings of the corporation and shall be
custodian of all books, documents, and papers
filed with the corporation and of its minute book
and seal. The secretary shall have the authority
to cause to be made copies of all minutes and
other records and documents of the corporation
and to give certificates under the seal of the
corporation to the effect that the copies are
true copies and all persons dealing with the
corporation may rely upon the certificates.
(l) No part of
the net earnings of the corporation shall be distributable to, or inure to the
benefit of, any private person.
42-99-9.
Bonds and notes of the corporation. -- (a) The corporation is
authorized to
issue its negotiable bonds and notes from time
to time for any of its corporate purposes; provided,
however, that the authorization be limited such
that the aggregate principal amount of such
negotiable bonds and notes outstanding at any
time does not exceed the sum of three hundred
fifty-three five million dollars ($353,000,000)($305,000,000);
provided further, however, there
shall be excluded from any calculation of the
foregoing limitations, the principal amount of any
bond anticipation notes retired with the
proceeds of notes or bonds, as well as the portion of any
refunding bonds issued after January 1, 2002
that exceeds the outstanding principal amount of the
bonds being refunded, as well as the principal
amount of any other obligation issued to fund
operating reserve accounts or debt service
reserve accounts. All bonds and notes issued by the
corporation may be secured by the full faith and
credit of the corporation or may be payable
solely out of the revenues and receipts derived
from the lease, mortgage, or sale by the
corporation of its facilities or of any part
thereof or from any other financing arrangement with
respect thereto as may be designated in the
proceedings of the corporation under which the bonds
or notes shall be authorized to be issued. The
bonds and notes may be executed and delivered by
the corporation at any time and from time to
time, may be in a form and denominations and of
that tenor and maturities, may be in bearer form
or in registered form, as to principal and interest
or as to principal alone, may be payable in
installments and at a time or times, may be payable at
places whether within or without the state, may
bear interest at a rate or rates payable at a time or
times and at a place or places and evidenced in
a manner, and may contain provisions not
inconsistent herewith, all that shall be
provided in the proceedings of the corporation under which
the bonds shall be authorized to be issued;
provided, however, that bonds of the corporation shall
be payable not more than forty (40) years from
the date thereof and notes shall be payable not
more than ten (10) years from the date thereof.
If deemed advisable by the corporation, there may
be retained in the proceedings under which any
bonds or notes of the corporation are authorized
to be issued an option to redeem all or any part
thereof as may be specified in the proceedings, at
a price or prices and after notice or notices
and on the terms and conditions as may be set forth in
the proceedings and as may be recited in the
face of the bonds or notes, but nothing herein
contained shall be construed to confer on the
corporation any right or option to redeem any bonds
or notes except as may be provided in the
proceedings under which they shall be issued. Any
bonds or notes of the corporation may be sold at
a price or prices, at public or private sale, in a
manner and from time to time as may be
determined by the corporation, and the corporation may
pay all expenses, premiums, and commissions
which it may deem necessary or advantageous in
connection with the issuance and sale thereof.
Any moneys of the corporation, including proceeds
from the sale of any bonds or notes, and
revenues, receipts, and income from any of its projects,
may be invested and reinvested in such obligations,
securities and other investments that shall be
provided in the resolution or resolutions under
which the bonds or notes are authorized.
(b) Issuance by
the corporation of one or more series of bonds or notes for one or more
purposes shall not preclude it from issuing
other bonds or notes in connection with the project or
any other projects, but the proceedings
whereunder any subsequent bonds or notes may be issued
shall recognize and protect any prior pledge or
mortgage made for any prior issue of bonds or
notes unless in the proceedings authorizing
prior issue the right is reserved to issue subsequent
bonds or notes on a parity with prior issue.
(c) The
corporation is authorized to provide for the issuance of its bonds or notes for
the
purpose of refunding any bonds or notes of the
corporation then outstanding, including the
payment of any redemption premium thereon and
any interest accrued or to accrue to the earliest
or subsequent date of redemption, purchase, or
maturity of the bonds or notes, and, if deemed
advisable by the corporation, for the additional
purpose of paying all or any part of the cost of
constructing and acquiring additions,
improvements, extensions, or enlargements of a project or
any portion thereof.
(d) The proceeds
of any bonds or notes issued for the purpose of refunding outstanding
bonds or notes may, in the discretion of the
corporation, be applied to the purchase or retirement
at maturity or redemption of the outstanding
bonds or notes either on their earliest or any
subsequent redemption date, and may, pending the
application, be placed in escrow to be applied
to the purchase or retirement at maturity or
redemption on such date as may be determined by the
corporation.
(e) Any escrowed
proceeds, pending this use, may be invested and reinvested in
obligations of or guaranteed by the United
States of America, or in certificates of deposit or time
deposits secured by direct obligations of or
guaranteed by the United States of America, maturing
at a time or times that shall be appropriate to
assure the prompt payment, as to principal, interest
and redemption premium, if any, on the
outstanding bonds or notes to be refunded. The interest,
income and profits, if any, earned or realized
on any investment may also be applied to the
payment of the outstanding bonds or notes to be
refunded. After the terms of the escrow have
been fully satisfied and carried out, any
balance of the proceeds and interest, income and profits,
if any, earned or realized on the investments
thereof may be returned to the corporation for use by
it in any lawful manner. The portion of the
proceeds of any bonds or notes issued for the
additional purpose of paying all or any part of
the cost of constructing and acquiring additions,
improvements, extensions, or enlargements of a
project may be invested and reinvested in
obligations of or guaranteed by the United
States of America, or in certificates of deposit or time
deposits secured by direct obligations of or
guaranteed by the United States of America, maturing
not later than the time or times when the
proceeds will be needed for the purpose of paying all or
any part of the cost. The interest, income and
profits, if any, earned or realized on the investments
may be applied to the payment of all or any part
of the cost or may be used by the corporation in
any lawful manner.
(f) All of the
bonds or notes shall be issued and secured and shall be subject to the
provisions of this chapter in the same manner
and to the same extent as any other bonds and notes
issued pursuant to this chapter. All bonds and
notes authorized under this section and the interest
coupons, if any, applicable to these are made
and shall be construed to be negotiable instruments.
(g) Money
borrowed by the corporation for the purpose of providing temporary
financing of a project pending the issuance of
bonds or other notes shall be evidenced by notes or
other obligations. The principal of and interest
on all notes or other obligations of the corporation
issued under the provisions of this section
shall be payable from the following:
(i) From the
proceeds of bonds subsequently issued; or
(ii) From the
proceeds of subsequent borrowings which comply with the provisions of
this chapter.
(h)
Notwithstanding any other provisions of this chapter, all notes shall be deemed
to be
negotiable instruments under the laws of the
state subject only to the provisions for registration
contained therein. These notes or other
obligations or any issue of these shall be in a form and
contain any other provisions as the corporation
may determine and any votes or resolutions or
proceedings authorizing those notes or other
obligations or any issue of these may contain, in
addition to any provisions, conditions,
covenants, or limitations authorized by this chapter, any
provisions, conditions, covenants, or
limitations which the corporation is authorized to include in
any resolution or resolutions authorizing bonds
or notes or in any trust indenture relating thereto.
The corporation may issue notes or other
obligations in a manner either publicly or privately on
any terms it may determine to be in its best
interests. These notes or other obligations may be
issued under the provisions of this chapter
without obtaining the consent of any department,
division, commission, board, body, or agency of
the state, without any other proceedings or the
happening of any conditions or things other than
those proceedings, conditions or things which
are specifically required by this chapter and by
the provisions and resolutions authorizing the
issuance of the notes or obligations.
Notwithstanding anything in this chapter or any other general
or special law to the contrary, the issuance of
bonds or notes or other evidences of indebtedness
hereunder for the purpose of financing the
development of any hotel, parking garages, connection
walkways, or any facilities ancillary to a hotel
shall be subject to chapter 18 of title 35.
42-99-16.
Tax exemption. -- (a) Any bonds, notes or other obligations issued by
the
corporation under the provisions of this
chapter, their transfer, and the income therefrom
(including any profits made on the sale
thereof), shall at all times be free from taxation by the
state or any political subdivision or other
instrumentality of the state, excepting estate taxes.
(b) The exercise
of the powers granted by this chapter will be in all respects for the
benefit of the people of this state, the
increase of their commerce, welfare, and prosperity and for
the improvement of their health and living
conditions and will constitute the performance of an
essential governmental function and the
corporation shall not be required to pay any real and
personal property taxes or assessments upon or
in respect of the convention center, civic center,
and public garage portion of the project, levied
by the municipality or any other political
subdivision of the state; provided, that the
corporation shall make payments in lieu of real and
personal property taxes and assessments to the
municipality and any other political subdivisions
with respect to the hotel, and office
building and retail facilities portion of the project owned by
the corporation and located in the municipality
and any other political subdivisions during the
times that the corporation derives revenue from
the lease or operation of the hotel, and office
building and retail facilities portion of
the project. Those payments in lieu of taxes shall be in
amounts agreed upon by the corporation and the
municipality and any other political
subdivisions. Failing that agreement, the
amounts of those payments in lieu of taxes shall be
determined by the corporation using a formula that
shall reasonably ensure that those amounts
approximate the average amount of real and
personal property taxes due throughout the
municipality or political subdivision with
respect to facilities of a similar nature and size. In
addition, the corporation shall not be required
to pay any payments to the municipality and any
other political subdivisions in the manner of a
public safety payment for such services rendered to
the corporation by the municipality and such subdivisions
to the civic center; provided, nothing
herein shall preclude the municipality and any
other political subdivision from charging for
contracted public safety services for events at
the civic center.
SECTION
2. This act shall take effect upon passage.
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LC03617
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