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10-29-02 TSH San Marcos Min MINUTES AND CERTIFICATION On October 29, 2002, the Board of Directors (the "Board") of the Texas Student Housing Corporation - San Marcos Project convened in a public meeting at the designated meeting place in Westlake, Texas. The roll of the duly constituted officers and members of the Board was called, which are as follows: Name Title James P. Carter President Worth Blake Vice President Annette Bush Treasurer Dr. Forrest Watson Member Becky Rogers Member Dr. John Brooks Member Mike Farhat Member all of whom were present except Dr. Brooks and Dr. Watson. Also present were: Mr. Larry Williamson, Mr. Allen Moon, Mr. Bill Moon, Mr. Scott Bradley,Mr. Trent Petty, Ms. Mary Midgette, Mr. Steve Block and Ms. Ginger Crosswy. President Carter called the meeting to order at 7:17 p.m. There was a motion by Mr. Farhat, seconded by Mr. Blake, to approve the minutes of the meeting of September 24, 2002 as presented. There was no discussion and the motion carried unanimously. Ms. Midgette spoke to the Board regarding the short fall in revenues. She asked the Board to issue a letter instructing Muni Mae to pay the short fall from the debt service reserve fund. Mr. Petty told the Board there are still outstanding invoices to Vinson& Elkins for a procedural audit totaling $100,000.00. There was along discussion regarding the financial situation, with the Board asking Mr. Petty to prepare a letter to Vinson&Elkins, for President Carter's signature, stating there are no funds to pay this and we are in discussion with the lender to see if they will make the funds available from another source. There was a motion by Mr. Blake, seconded by President Carter,to issue the letter to Muni Mae as requested by Ms. Midgette. There was no discussion and the motion carried unanimously. There was a motion by Ms. Rogers, seconded by Ms. Bush, to approve the payment of$4527.00 to Williams Riggs Co. for the Director and Officers insurance. There was no discussion and the motion carried unanimously. There was a motion by Ms. Rogers, seconded by Ms. Bush,to pay an invoice to Allen Moon for $300.00 when the funds become available. There was no discussion and the motion carried unanimously. After a long question and answer session regarding several issues the meeting was adjourned at 7:40 p.m. MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and to correctly reflect the duly constituted officers and members of the Board, and is hereby certified to be a correct copy of an official copy thereof, on file among the official records of the Board, on this the 19th day of November 2002. ATTEST: J s P. Carter, Press nt G' 'ing rosswy, Sc