06 LC 38
0040
Senate
Bill 519
By:
Senator Unterman of the 45th
A
BILL TO BE ENTITLED
AN ACT
AN ACT
To
create the Suwanee Gateway 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 City of Suwanee, Georgia; to provide for the creation and organization
of the authority; to provide for the appointment of the directors of the
authority and their terms of office, compensation, and qualifications; to
provide for meetings; to provide for legislative findings and declaration of
purpose; to provide for general powers; to provide for regulations; to provide
for other matters relative to the foregoing and relative to the general purposes
of this Act; to repeal conflicting laws; and for other purposes.
BE
IT ENACTED BY THE GENERAL ASSEMBLY OF GEORGIA:
SECTION
1.
Short title.
Short title.
This
Act shall be known and may be cited as the "Suwanee Gateway Visitors Bureau
Authority Act."
SECTION
2.
Definitions.
Definitions.
As
used in this Act, the term:
(1)
"Area" means the corporate limits of the City of Suwanee, Georgia.
(2)
"Authority" means the Suwanee Gateway Visitors Bureau Authority.
(3)
"Board" means the board of directors of the Suwanee Gateway Visitors Bureau
Authority.
(4)
"Special events" means events which, in the judgment of the authority, will
promote tourism in the area or privately contracted functions.
SECTION
3.
Creation of authority, status, tax exemption, and sovereign immunity.
Creation of authority, status, tax exemption, and sovereign immunity.
(a)
There is created a public body corporate and politic to be known as the Suwanee
Gateway Visitors Bureau Authority. The authority shall be deemed to be a
political subdivision of the state and a public corporation and, by that name,
may contract and be contracted with, sue and be sued, implead and be impleaded,
and bring and defend actions. The authority shall be a visitors bureau
authority created by Act of the General Assembly and is intended to be an agency
and instrumentality of the city and a governmental unit for purposes of Sections
103, 141, and 150 of the federal Internal Revenue Code of 1986, as amended. The
authority shall not be a state institution, nor a department or agency of the
state, but shall be a creation of the state, having a distinct corporate
identity. For the purposes of promotion and development of tourism as provided
in Code Section 48-13-51 of the O.C.G.A., the Suwanee Gateway Visitors Bureau
Authority established by this Act shall serve as a permissible, but not the
exclusive, entity for the transfer of hotel and motel tax funds by the taxing
entities in Suwanee
(b) The authority shall have its principal office within Suwanee, and its legal situs or residence for the purposes of this Act shall be the City of Suwanee, Gwinnett County, Georgia.
(c) The exercise of the powers conferred upon the authority in this Act shall constitute an essential governmental function for a public purpose. The properties of the authority, both real and personal, and the income of the authority are declared to be public properties and income used for the benefit and welfare of the people of Suwanee and not for the purpose of private or corporate benefit; and such properties, to the extent of the authoritýs ownership thereof or other interest therein, and all income and obligations of the authority shall be exempt from all taxes and special assessments of the state or any city, county, or other political subdivision thereof. The authority shall have all of the exemptions and exclusions from taxes as are now granted to cities and counties for the operation of properties or facilities similar to the properties and facilities to be owned or operated, or both, by the authority.
(d) The authority shall have the same immunity and exemption from liability for torts and negligence as the state, and the officers, agents, and employees of the authority, when in performance of work of the authority, shall have the same immunity and exemption from liability for torts and negligence as officers, agents, and employees of the State of Georgia. The authority may be sued the same as private corporations on any contractual obligation of the authority. Any action to protect or to enforce any rights pursuant to the provisions of this Act or any suit or action against the authority shall be brought in the Superior Court of Gwinnett County, which shall have exclusive, original jurisdiction of such actions. The property of the authority shall not be subject to levy and sale under legal process. The records of the authority shall be public records which are subject to Article 4 of Chapter 18 of Title 50 of the O.C.G.A.
(b) The authority shall have its principal office within Suwanee, and its legal situs or residence for the purposes of this Act shall be the City of Suwanee, Gwinnett County, Georgia.
(c) The exercise of the powers conferred upon the authority in this Act shall constitute an essential governmental function for a public purpose. The properties of the authority, both real and personal, and the income of the authority are declared to be public properties and income used for the benefit and welfare of the people of Suwanee and not for the purpose of private or corporate benefit; and such properties, to the extent of the authoritýs ownership thereof or other interest therein, and all income and obligations of the authority shall be exempt from all taxes and special assessments of the state or any city, county, or other political subdivision thereof. The authority shall have all of the exemptions and exclusions from taxes as are now granted to cities and counties for the operation of properties or facilities similar to the properties and facilities to be owned or operated, or both, by the authority.
(d) The authority shall have the same immunity and exemption from liability for torts and negligence as the state, and the officers, agents, and employees of the authority, when in performance of work of the authority, shall have the same immunity and exemption from liability for torts and negligence as officers, agents, and employees of the State of Georgia. The authority may be sued the same as private corporations on any contractual obligation of the authority. Any action to protect or to enforce any rights pursuant to the provisions of this Act or any suit or action against the authority shall be brought in the Superior Court of Gwinnett County, which shall have exclusive, original jurisdiction of such actions. The property of the authority shall not be subject to levy and sale under legal process. The records of the authority shall be public records which are subject to Article 4 of Chapter 18 of Title 50 of the O.C.G.A.
SECTION
4.
Directors and meetings.
Directors and meetings.
(a)
The property and business of the authority and the direction of its work shall
be vested in and managed under the direction of its board of directors. The
board shall have full control for setting policies, day-to-day operations, and
approving annual budgets, as specified in Section 8 of this Act, subject only to
the limitation specified in this
section.
(b) The board shall consist of five directors, who shall be natural persons at least 21 years of age but need not be residents of the city. Such appointed individuals shall serve one-year terms at the pleasure of the mayor and council. Such individuals shall consist of:
(b) The board shall consist of five directors, who shall be natural persons at least 21 years of age but need not be residents of the city. Such appointed individuals shall serve one-year terms at the pleasure of the mayor and council. Such individuals shall consist of:
(1)
The duly appointed city manager or his or her designee;
(2)
A presently elected city councilmember or the mayor as appointed by the mayor
and council;
(3)
A representative of a hotel or motel within the
citýs
corporate limits as appointed by the mayor and council; and
(4)
Two individuals operating businesses within the corporate limits of the city as
appointed by the mayor and council.
(c)
The board shall meet at such times as may be necessary to transact the business
coming before it, but not less often than twice yearly. Either the chairperson
or any three other directors together may call a special meeting of the board.
Meetings of the board shall be open to the public in accordance with the laws of
the State of Georgia. Written minutes of all meetings shall be kept; and,
within ten days following every meeting, a copy of the minutes shall be
furnished to the mayor and council. Meetings shall be conducted in accordance
with the latest version of
Roberts Rules of
Order.
(d) At the first meeting of the board, and thereafter subsequent to yearly new appointments, the directors shall elect a chairperson and a vice chairperson from their voting members. The chairperson shall preside at meetings of the board and shall vote on all matters coming before the board. The vice chairperson shall preside at meetings in the absence of the chairperson. In the absence of both the chairperson and vice chairperson, the directors present at a meeting shall elect a temporary chairperson to preside at that meeting, so long as the chairperson and vice chairperson both remain absent from the meeting. A quorum shall consist of at least three directors of the board and a majority vote of three members is required to move an item. All directors present at a meeting, including the chairperson, vice chairperson, or any other director presiding at such meeting, shall be entitled to vote on all matters which shall come before the board. No vacancy on the board shall impair the right of a quorum to exercise all the rights and perform all the duties of the authority.
(e) Directors shall receive no compensation for their services as directors of the authority but may be reimbursed for their proper and reasonable expenses incurred in the performance of their duties, subject to any limitations imposed by general law upon the reimbursement of public officials and subject to any limitations which may be contained, from time to time, in the bylaws of the authority.
(d) At the first meeting of the board, and thereafter subsequent to yearly new appointments, the directors shall elect a chairperson and a vice chairperson from their voting members. The chairperson shall preside at meetings of the board and shall vote on all matters coming before the board. The vice chairperson shall preside at meetings in the absence of the chairperson. In the absence of both the chairperson and vice chairperson, the directors present at a meeting shall elect a temporary chairperson to preside at that meeting, so long as the chairperson and vice chairperson both remain absent from the meeting. A quorum shall consist of at least three directors of the board and a majority vote of three members is required to move an item. All directors present at a meeting, including the chairperson, vice chairperson, or any other director presiding at such meeting, shall be entitled to vote on all matters which shall come before the board. No vacancy on the board shall impair the right of a quorum to exercise all the rights and perform all the duties of the authority.
(e) Directors shall receive no compensation for their services as directors of the authority but may be reimbursed for their proper and reasonable expenses incurred in the performance of their duties, subject to any limitations imposed by general law upon the reimbursement of public officials and subject to any limitations which may be contained, from time to time, in the bylaws of the authority.
SECTION
5.
Purpose.
Purpose.
The
purpose of the authority is to promote tourism, conventions, special events, and
trade shows within the area in such manner or manners as the authority shall
determine to be appropriate.
SECTION
6.
Duty of the authority.
Duty of the authority.
It
shall be the duty of the authority to promote tourism, conventions, special
events, and trade shows within the area and to operate the authority and its
facilities in a fiscally responsible manner.
SECTION
7.
Powers.
Powers.
(a)
The authority shall have all powers allowed by law and consistent with the
provisions of this Act as are necessary or convenient to carry out its corporate
purpose, including, without limitation, the power to:
(1)
Adopt and alter a corporate seal;
(2)
Purchase advertising promoting tourism, conventions, trade shows, and special
events;
(3)
Encourage, solicit, promote, procure, sponsor, cosponsor, and service
conventions, trade shows, and special events;
(4)
Lend financial support through grants, contributions, or otherwise to other
governmental entities in furtherance of its corporate purpose;
(5)
Lend financial support through grants, contributions, or otherwise to private
sector for profit and not for profit entities in furtherance of its corporate
purpose, specifically provided that the authority determines that the residents
of the area shall receive a substantial benefit and provided that it does so by
written agreement;
(6)
Conduct activities to foster better public understanding on the part of
individuals and businesses of the importance of tourism and the convention and
visitors industry to the economy of the city;
(7)
Conduct activities to encourage and to assist the cooperation between the
businesses and industries servicing tourists, conventions, trade shows, and
special events;
(8)
Engage in fundraising activities in furtherance of its corporate
purpose;
(9)
Acquire by purchase, lease, or otherwise and to hold, lease, and dispose of real
and personal property of every kind and character for its corporate
purposes;
(10)
Dispose of personal property in its discretion; to dispose of real property; or
to acquire in its own name by purchase, upon terms and conditions and in a
manner it may deem proper, real property or rights of easements therein or
franchises necessary or convenient for its corporate purposes and to use the
same so long as its corporate existence shall continue or to lease or make
contracts with respect to the use of the same;
(11)
Appoint, select, and employ an executive director, officers, agents, and
employees and independent consultants including but not limited to engineering,
architectural, and construction experts, fiscal agents, auditors, economists,
and attorneys and fix their respective compensations; and to delegate to the
executive director the authority and responsibility necessary to administer
properly the day-to-day business of the authority within policies set by the
board and subject to its review. The powers delegated to the executive director
may, at the election of the board, include the making of recommendations as to
the hiring and termination of other employees and their compensation, the
management of the
authoritýs
offices and properties, the making of budget recommendations, and the hiring of
independent consultants. The board shall ensure that the executive director and
any other employees and independent consultants of the authority shall be
evaluated on their performance no less than on an annual basis;
(12)
Appoint an advisory committee and other committees of persons from the public
and private sectors without regard to their places of residence;
(13)
Make contracts of every kind and character; and, without limitation, any and all
persons, firms, and corporations and the state and any and all political
subdivisions, departments, institutions, or agencies of the state, and the city
are authorized to enter into contracts, leases, or agreements with the authority
upon such terms and for such purposes as they deem advisable; and, without
limiting the generality of the above, the authority shall be permitted to enter
into the following:
(A)
Contracts under which the authority purchases administrative and financial
management services from the city to be performed by personnel at the
citýs
cost, which shall include the costs of payroll, employee benefits, supplies, and
overhead reasonably allocable to the performance of such services;
and
(B)
Lease contracts relating to leases of real property, personal property, or both
real and personal property;
(14)
Accept loans and grants of money or materials or property of any kind from the
United States or any agency or instrumentality thereof upon such terms and
conditions as the United States or such agency or instrumentality may
impose;
(15)
Accept loans and grants of money or materials or property of any kind from the
State of Georgia or any agency or instrumentality or political division thereof
upon such terms and conditions as the State of Georgia or such agency or
instrumentality or political subdivision may impose;
(16)
Sell, lease, grant, exchange, or otherwise dispose of any personal property or
interest therein;
(17)
Sue and be sued in contract and in tort and to complain and defend in all
courts;
(18)
Advise and recommend plans to other public and private sector entities for the
promotion of tourism, conventions, trade shows, and special events;
(19)
Conduct studies and develop plans for improving tourism in the
area;
(20)
Receive and disburse public funds appropriated by the city and to receive and
disburse funds from private sources and other revenues which may be received
from time to time which would assist in the accomplishment of its corporate
purposes; and
(21)
Do all things necessary or convenient to accomplish its corporate purpose and to
exercise any power permitted by the laws of this state to be exercised by
private corporations which will further the
authoritýs
ability to accomplish such purpose, so long as the exercise of such power is not
in conflict with the Constitution or laws of this state.
(b)
The powers enumerated in each paragraph of subsection (a) of this section are
cumulative of and in addition to those powers enumerated in the other paragraphs
of subsection (a) of this section and any other powers elsewhere in this Act or
which may reasonably be inferred from the provisions of this Act.
SECTION
8.
Bylaws.
Bylaws.
The
authority may, by affirmative vote of a majority of all directors, adopt bylaws
to govern the authority, its employees, and operation and may, by affirmative
vote of two-thirds of the directors, repeal, replace, or amend such
bylaws.
SECTION
9.
Liability limited.
Liability limited.
Neither
the directors of the authority nor any person executing notes, leases, or other
agreements or obligations on behalf of the authority shall be personally liable
thereon by reason of such execution.
SECTION
10.
City not bound.
City not bound.
The
authority shall have no power or authority to bind the city by any contract,
agreement, financial obligation, indebtedness, or otherwise; and no contract,
agreement, financial obligation, or indebtedness incurred by the authority shall
ever be a claim or charge against the city; provided, however, that both the
authority and the city shall be bound to each other by contracts, agreements,
financial obligations, or indebtedness between themselves.
SECTION
11.
Oversight.
Oversight.
The
city council shall be authorized to inspect at their pleasure the state and
condition of the authority, its properties, and all books and records pertaining
to the authority and its affairs, and the authority shall give them such books
and records and furnish them with assistance in making such
inspections.
SECTION
12.
Dissolution.
Dissolution.
Should
the authority, for any reason, be dissolved after full payment of all
indebtedness previously incurred, both as to principal and interest, title to
all property of any kind and nature, real and personal, held by the authority at
the time of such dissolution shall be conveyed to the city as may be
appropriate; or title to any such property may be conveyed prior to such
dissolution in accordance with provisions which may be made therefor in any
resolution or trust instrument relating to such property, subject to any liens,
leases, or other encumbrances outstanding against or in respect to such property
at the time of such conveyance.
SECTION
13.
Repealer.
Repealer.
All
laws and parts of laws in conflict with this Act are repealed.