SB27ENROLLED
Page 0
ARFCQS-3
By Senator Melson
RFD: Agriculture, Conservation, and Forestry
First Read: 07-Mar-23
PFD: 01-Mar-23
2023 Regular Session
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Enrolled, An Act,
SYNOPSIS: This bill would further provide for
the powers of the authority.
This bill would also exempt certain agricultural
authorities from municipal ordinances or regulations
without the consent of the authority.
A BILL
TO BE ENACTED
AN ACT
Relating to agriculture authorities; to amend Section
11-20-71, Code of Alabama 1975, to authorize the board of
directors of an authority to appoint former members of the
board as directors emeritus to serve as goodwill ambassadors
of the board; to amend Section 11-20-73, Code of Alabama 1975,
to further provide for the powers of the authority; and to
amend Section 11-20-80, Code of Alabama 1975, to exempt
certain agriculture authorities from municipal ordinances or
regulations without the consent of the authority.
BE IT ENACTED BY THE LEGISLATURE OF ALABAMA:
Section 1. Sections 11-20-71, 11-20-73, and 11-20-80,
Code of Alabama 1975, are amended to read as follows:
"§11-20-71
(a) The board of directors of an agriculture authority
shall be as specified in the articles and in accordance with
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Section 11-20-70.
(b) Each agriculture authority shall have a chair, vice
chair, secretary, and treasurer to be elected by the board of
directors. The offices of secretary and treasurer may, but
need not, be held by the same person. A majority of the
directors shall constitute a quorum for the transaction of
business. The officers and directors shall serve for the terms
provided for in the articles. A director may not draw any
salary for any service rendered or for any duty performed as
director. The duties of the chair, vice chair, secretary, and
treasurer shall be those as are customarily performed by such
officers and as may be prescribed by the board of directors
from time to time.
(c) All directors shall serve until their successors
are duly appointed or until they cease to be qualified.
Vacancies on the board shall be filled as provided for in the
articles, but any individual appointed to fill a vacancy shall
serve only for the unexpired portion of the term. In the event
any uncertainty arises as to the terms of office of the
directors, the county commission or individual authorized to
appoint the directors may clarify the term by adoption of an
appropriate resolution or by execution of an appropriate
certificate, and the term of office shall be as so clarified.
(d) All proceedings of the board of directors of an
agriculture authority shall be reduced to writing by the
secretary of the authority and shall be signed by at least two
directors present at the proceedings. Copies of the
proceedings, when certified by the secretary under the seal of
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the agriculture authority, shall be received in all courts as
prima facie evidence of the matters and things therein
certified.
(e) Directors of an agriculture authority must be
residents and qualified electors of the county within the
authorized operational area of the authority. If any director
ceases to be a resident of the county, he or she shall cease
to be a director, and the position shall remain vacant until a
successor is appointed in accordance with the articles and
this article.
(f) A director of an agriculture authority may not have
an interest, directly or indirectly, in any contract of work,
material, or services, or the profits therefrom, to be
furnished or performed for the authority under this article if
the director has, directly or indirectly, more than a 10
percent interest in any business, firm, or corporation, or
profits thereof, furnishing or providing work, materials, or
services.
(g) The board of directors may appoint former members
of the board to serve as directors emeritus. Directors
emeritus shall not have voting rights on the board or
otherwise directly participate in meetings of the board.
Directors emeritus shall receive no compensation for their
service, but may be granted benefits and may attend events of
the authority as guests of the authority at the discretion of
the board. The directors emeritus shall serve as goodwill
ambassadors for the authority and may perform duties at the
request of the authority. Directors emeritus shall be subject
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to subsections (e) and (f). "
"§11-20-73
(a) An agriculture authority shall have the following
powers, which it may exercise in the agriculture authority's
authorized operational area:
(1) To have succession by its corporate name until
dissolved as provided in this article.
(2) To adopt bylaws making provisions for its actions
not inconsistent with this article.
(3) To institute and defend legal proceedings in any
court of competent jurisdiction and proper venue; provided,
however, that the board may not be sued in any trial court
other than the courts of the county of incorporation;
provided, further, that the officers, directors, agents, and
employees of an agriculture authority may not be sued for
their actions on behalf of the authority except for actions
that are unreasonable or known by the person to be unlawful or
are performed with reckless disregard for the lawfulness of
such actions.
(4) To plan for construction and development of an
agriculture center within the operational area of the
agriculture authority on property owned by the authority.
Construction and development may include, without limitation,
any or all of the following:
a. Buildings to hold offices for use by the federal
government, the state or any agency of the state, the county,
or one or more municipalities within the county.
b. Buildings to house or accommodate public facilities
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of the federal government, the state or any agency of the
state, the county, or one or more municipalities within the
county.
c. Streets, boulevards, walkways, parkways, parks, or
other places of recreation.
d. Monuments, statues, or other structures beautifying
the agriculture center.
e. Community houses or meeting houses or auditoriums.
f. Arenas, convention halls, or convention sites sports
facilities, stadiums, hotels or other facilities for use as a
transient guest housing facility, multifamily housing,
dormitory housing, food courts or other food venue facilities,
any facilities which provide for or support any public or
private educational institution, and any other facilities
related to or incidental with the foregoing .
g. Music halls, art museums, art exhibits, or other
exhibits for the advancement of the humanities and cultural
development.
h. Any other buildings, structures, facilities, and
other improvements that the board of directors of the
agriculture authority determines are appropriate or useful or
expedient to the authority's purposes from time to time. The
determination of the authority board of directors shall be
conclusive.
(5) To acquire property and rights and interests in
property by gift, grant, lease, or purchase.
(6) To accept or receive gifts, bequests, and devises.
(7) To have and use a corporate seal and alter the seal
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at its pleasure.
(8) To appoint officers, agents, employees, and
attorneys and to fix their compensation.
(9) To hire professionals and enter into contracts for
their services in designing and supervising the construction
of any building, agriculture center, auditorium, arena,
convention hall, music hall, art museum, place of recreation,
art exhibit, office building, or other structure that it
desires to construct.
(10) To make and enter into contracts and to execute
all instruments necessary or convenient to lease or purchase
and own real or personal property to be used for the
furtherance of the purposes for the accomplishment of which
the authority is created.
(11) To plan for programs and exhibits in the
agriculture center for the advancement of the agricultural,
cultural, and workforce development interests of the citizens
of the county and of the municipalities thereof.
(12) To purchase or lease real property and rights or
easements therein necessary or convenient for its purposes and
to use the same so long as its existence shall continue.
(13) To accept pledges of revenues or grants of money
from any person or governmental entity.
(14) To sell and lease its property to any person or
governmental entity.
(15) To enter into financing agreements with federal or
state agencies that may require the authority to mortgage its
property.
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(16) To plan for programs and exhibits in the
agriculture center for the advancement of agricultural and
workforce development interests in the county.
(17) To enter into long-term contracts or agreements
for sewer service with any Class 5 municipality within three
miles of the authority or a utility board of the Class 5
municipality.
(18) To accept lease payments, loan repayments, or
other compensation to or for the authority or other public
person.
(19) To invest in bank deposits, U.S. Treasury bills,
projects, instruments, real, personal, or mixed property, or
any other investments as the board of directors of the
authority may from time to time determine to be appropriate
and convenient to accomplish any purpose for which an
agriculture authority is organized, including works of
internal improvement, interests in private or corporate
enterprises, loans of money or credit to individuals,
associations, or corporations; and to lend the authority's
credit, grant public money or things of value in aid of or to
any individual, association, or corporation whatsoever, or
become a stockholder in any such corporation, association, or
company by issuing bonds or otherwise even though they may be
in violation of Section 93 or Section 94 of the Constitution
of Alabama of 1901 2022 if done by the state, a county, city,
town, or other subdivision of the state, notwithstanding the
fact that any such investment or action may involve the
expenditure or appropriation of funds received from a public
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person. In particular, but not by way of limitation, an
authority may invest its funds, from whatever source, in the
stock, bonds, debentures, notes, or other securities issued by
any person locating a project in the authority's operational
area and may enter into contracts or options, including
contracts or options for the conveyance, sale, or lease of
property, to any such person and make direct grants of money,
property, or services for the purpose of inducing the person
to locate a project in the authority's operational area.
(20) To enter into deeds, mortgages, leases, loan
agreements, or other agreements with any person.
(21) To acquire real property for the purpose of
establishing one or more agriculture centers; to improve
agriculture center sites, whether owned by the authority or by
any other person, including the improvement of the centers or
sites by the construction of roads, curbing, gutters,
drainage, sewerage, utilities, railroad spurs, docks, harbors,
ports, grading, and the like; to construct, for its own
account or the account of others, improvements thereon,
including any project, for the purpose of conveying, leasing,
or selling the same to any person, including the power to
convey, lease, or sell the same for its own account or to
construct the same as an inducement for any person to locate
and operate a project in the agriculture center or operational
area, even though the person may not have been identified at
the time that the improvement may be constructed.
(22) To sell, exchange, donate, and convey any or all
of its properties whenever its board of directors finds the
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action to be in furtherance of the purposes for which the
authority was organized.
(23) To issue its bonds for the purpose of carrying out
any of its powers and to apply proceeds from the sale of its
bonds, whether heretofore or hereafter issued, not only for
payment of interest thereon prior to and during the
construction and equipment of any buildings, structures,
facilities, or other improvements being financed thereby, but
also for payment of interest thereon.
(24) To mortgage and pledge any or all of its
properties both real and personal or any part or parts
thereof, as security for the payment of the principal of and
the interest on any bonds so issued and any agreements made in
connection therewith, whether then owned or thereafter
acquired, and to pledge the revenues and receipts therefrom or
from any thereof.
(25) To enter into contracts, agreements, options,
leases, loan agreements, deeds, and other instruments, and to
take other actions as may be necessary or convenient to
accomplish any purpose for which an authority is organized or
to exercise any power expressly granted hereunder.
(b) Contracts of an agriculture authority shall be
executed in the name of the authority by the chair and
attested by the secretary of the authority. The board may
provide by resolution for a different form for the execution
of a contract by an officer or agent other than the chair and
secretary. A contract, irrespective of its form and of the
persons executing the contract, shall not be binding unless
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the contract is authorized or ratified by the board.
(c) An agriculture authority may deposit its funds not
needed to meet expenses or obligations in any bank or building
and loan association, provided the deposit is fully insured by
a federal corporation or agency of the federal government
insuring deposits in financial institutions.
(d) In exercising the powers enumerated in this
section, all mortgages, contracts, judgments, investments,
loans, debts, and other obligations of any sort of the
authority due to any third party shall be recovered and
enforced only against the authority unless the county
commission approving the formation of the authority
specifically agrees to accept the obligation by a separate
affirmative vote of a majority of the members of the county
commission.
(e) In addition to all other powers at any time
conferred on it by this section or otherwise by law, an
authority shall have the following powers together with all
powers incidental thereto or necessary to the discharge
thereof in corporate form:
(1) To participate as a shareholder in a corporation;
as a joint venturer in a joint venture, whether said joint
venture is to be memorialized contractually or through the
formation of one or more separate business entities; as a
general or limited partner in a limited partnership or a
general partnership; as a member in a nonprofit corporation,
limited liability company; or as a member of any other lawful
form of business organization, which may be involved in the
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development or operational activities of any buildings,
structures, facilities, and other improvements that the board
of directors of the authority determines are appropriate or
useful or expedient to the authority's purposes from time to
time. In connection with the foregoing, an authority shall
have the power to elect or appoint an individual or
individuals to a governing body, enter into contracts or other
agreements with other parties for the development, operation,
design, marketing, maintenance, and use of any facilities upon
the terms as the board of directors of the authority
determines are appropriate or useful or expedient to the
authority's purposes. Any determination by the authority shall
be conclusive.
(2) To make or arrange for loans, contributions to
capital, and other debt and equity financing for the
activities of any corporation of which the authority is a
shareholder; any joint venture in which the authority is a
joint venture; any limited partnership or general partnership
of which the authority is a general or limited partnership;
any nonprofit corporation in which the authority is a member
of any other lawful form of business organization of which the
authority is a member; and to guarantee loans, issue bonds, or
incur other forms of indebtedness on behalf of the
corporation, joint venture, partnership, nonprofit
corporation, or other business entity, for such purposes. An
authority shall also have the power to loan funds which shall
include seller financing arrangements whereby the authority is
a seller to other governmental entities or other business
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entities whether for profit or nonprofit and whether
affiliated or non-affiliated with the authority, upon the
terms as the authority shall determine appropriate, useful, or
expedient for the authority's purposes and the determination
by the authority shall be conclusive.
(3) To create, establish, acquire, operate, or support
subsidiaries and affiliates, either for profit or nonprofit,
to assist the authority in fulfilling its purposes.
(4) To create, establish, or support nonaffiliated for
profit or nonprofit corporations or other lawful business
organizations that operate and have as their purposes the
furtherance of the authority's purposes.
(5) Without limiting the generality of the preceding
subdivisions, to accomplish and facilitate the creation,
establishment, acquisition, development, operation, or support
of any subsidiary, affiliate, nonaffiliated corporation, or
other lawful business organization by means of loans of funds,
leases of real or personal property, gifts and grants of
funds, or guarantees of indebtedness of the subsidiaries,
affiliates, and non-affiliated corporations.
(6) In addition to any other authority to enter into
contracts, an authority may enter into contracts, agreements,
or understandings with any other public and private parties
including, but not limited to, the following:
a. Design-build, design-build-operate, design-build-own
-operate, design-build-own-operate-maintain, design-build-
finance-operate-maintain, or other similar arrangements or
agreements pursuant to which the design, right-of-way
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acquisition, relocation of structures or utilities,
construction, financing, ownership, management, maintenance,
and operation, or any combination thereof, of a project is
accomplished by or on behalf of the authority.
b. Leases, licenses, franchises, concessions, or other
agreements for the development, operation, management, or
undertaking of all or any part of a project of or on behalf of
the authority.
(7) Notwithstanding any provision of law to the
contrary, proposals under this subsection may be evaluated and
awarded by the authority based on qualifications of
participants or best value, or both, as evaluated by
procedures of the authority and taking into consideration the
best interest of the authority. Evaluation criteria for a
contract procured pursuant to the preceding sentence shall be
set forth in the request for proposal for the contract. The
contract may also be awarded through any existing procurement
authority, proposals, or other means of procurement otherwise
available to the authority. "
"§11-20-80
(a) An agriculture authority and all property in which
it may have any ownership, leasehold, or other interest,
direct or indirect, is exempt from all municipal planning
boards and municipal planning board requirements and all
municipal zoning ordinances and laws. This exemption shall not
apply to property owned by a private entity or private
entities in which an agriculture authority has no ownership,
leasehold, or other interest, direct or indirect.
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(b) Any agriculture authority incorporated prior to the
effective date of the act adding this subsection shall be
exempt from any ordinance or regulation of any municipality
unless the board of the authority consents to the application
of the ordinance or regulation to the authority. "
Section 2. This act shall become effective immediately
following its passage and approval by the Governor, or its
otherwise becoming law.
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________________________________________________
President and Presiding Officer of the Senate
________________________________________________
Speaker of the House of Representatives
SB27
Senate 23-Mar-23
I hereby certify that the within Act originated in and passed
the Senate, as amended.
Patrick Harris,
Secretary.
House of Representatives
Amended and passed: 09-May-23
Senate concurred in House amendment 11-May-23
By: Senator Melson
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