[Ord. No. 19-071, 9-9-2019]
Pursuant to Chapter 68, RSMo. (2016), as amended, authorizing
the creation of a local port authority, St. Charles County, which
sits at the confluence of the Mississippi and Missouri Rivers, hereby
creates the St. Charles County Port Authority.
[Ord. No. 19-071, 9-9-2019]
The boundaries of the St. Charles County Port District ("Port District") shall be the areas within the boundaries now or hereafter prescribed for St. Charles County, Missouri, by applicable law, as stated in Article I, Section 1.300 of the County Charter that are or could be reasonably connected to the business of a port, subject to the approval of the Missouri Highways and Transportation Commission ("MHTC").
[Ord. No. 19-071, 9-9-2019]
It shall be the purpose of the Port Authority to promote the
general welfare, to promote development within the Port District,
to encourage private capital investment by fostering the creation
of industrial facilities and industrial parks within the Port District,
to endeavor to increase the volume of commerce, and to promote the
establishment of a foreign trade zone within the Port District.
[Ord. No. 19-071, 9-9-2019]
The St. Charles County Port Authority shall have the powers
set forth in Sections 68.025, 68.030, and 68.035, RSMo. (2016), as
amended.
[Ord. No. 19-071, 9-9-2019]
A.
The Port Authority may from time to time issue negotiable revenue
bonds or notes in such principal amounts as, in its opinion, shall
be necessary to provide sufficient funds for achieving its purposes,
including the construction of port facilities; establish reserves
to secure such bonds and notes; and make other expenditures, incident
and necessary to carry out its purposes and powers.
B.
The State of Missouri shall not be liable on any notes or bonds of
the Port Authority. Any such notes or bonds shall not be a debt of
the State and shall contain on their face a statement to such effect.
C.
No commissioner of the Port Authority or any authorized person executing
Port Authority notes or bonds shall be liable personally on its notes
or bonds or shall be subject to any personal liability or accountability
merely by reason of their issuance.
D.
The notes and bonds of the Port Authority are securities in which
all public officers and bodies of the State and all political subdivisions
and municipalities, all insurance companies and associations, and
other persons carrying on an insurance business, all banks, trust
companies, saving associations, savings and loan associations, credit
unions, investment companies, all administrators, guardians, executors,
trustees, and other fiduciaries, and all other persons whatsoever,
who now or may hereafter be authorized to invest in notes and bonds
or other obligations of this State, may properly and legally invest
funds, including capital, in their control or belonging to them.
E.
The Port Authority shall not be required to pay any taxes or any
assessments whatsoever to the State or to any political subdivisions,
municipality or other governmental agency of this State, except to
the extent, if any, permitted by applicable law. The notes and bonds
of the Port Authority and the income they generate shall, at all times,
be exempt from any taxes and any assessments, except for death and
gift taxes and taxes on transfers.
F.
The Port Authority shall have the powers and be governed by the procedures
now or hereafter conferred upon or applicable to the environmental
improvement authority, Chapter 260, RSMo., relating to the manner
of issuance of revenue bonds and notes, and the Port Authority shall
exercise all such powers and adhere to all such procedures insofar
as they are consistent with the necessary and proper undertaking of
its purpose.
[Ord. No. 19-071, 9-9-2019]
A.
The Port Authority shall be administered by a Board of Commissioners
consisting of seven (7) members who shall each be a resident of a
different County Council District. The County Executive, the Chair
of the County Council and the Director of Administration or their
representatives may meet and participate without vote in all deliberations
of the Board of Commissioners.
B.
The County Executive shall appoint the seven (7) members of the Board
of Commissioners, subject to approval by the County Council. All Commissioners
must be qualified voters who reside in St. Charles County. The County
Executive shall designate one (1) Commissioner as Chairperson who
shall call to order and preside over all Board meetings. Ordinarily,
each Commissioner shall serve a term of three (3) years, except that
in order to avoid the terms of all of the Commissioners ending at
the same time, the length of the terms of the first Board shall vary
as follows: the first two Commissioners that the County Executive
appoints to the first Board will serve terms of only two (2) years,
the next three (3) Commissioners that are appointed to the first Board
will serve terms of three (3) years, and the last two (2) Commissioners
of the first seven (7) that the County Executive appoints will serve
terms of four (4) years. After the appointment of the first seven
(7) Commissioners, comprising the first full Board, all future Commissioners
shall be appointed for a term of three (3) years (unless a Commissioner
is replacing one who did not complete his or her term, for whatever
reason, in which case, the replacement shall complete the uncompleted
term of the Commissioner that he or she has replaced). Absent written
resignation, judicial determination of incapacity, or death, each
Commissioner shall only serve until his or her term expires. The County
Executive shall have the authority, but not the obligation, to reappoint
any Commissioner who has dutifully completed his or her term. In the
event that any Commissioner fails to complete his or her term, for
any reason, the County Executive, subject to approval by the County
Council, shall appoint a replacement.
C.
The seven-person size of the Board has been chosen in order to provide
adequate numbers and human resources to supervise the work of the
Port Authority. No Commissioner shall be an elected official of the
State of Missouri or any of its political subdivisions. The County
Council shall determine the compensation, if any, to be paid to the
Commissioners.
D.
The Board of Commissioners shall prepare and file with the Director
of Administration, annually, no later than February 1, a report concerning
the activities of the Port Authority for the prior calendar year.
E.
The Board of Commissioners shall retain an independent auditor to
perform an annual audit of the accounts of the Port Authority. A copy
of the audit shall be filed with the County Council.
F.
The County Council shall have the authority to order and arrange
for independent audits of the accounts of the Port Authority if and
when the County Council deems appropriate and/or to examine the books
and records of the Port Authority.
G.
All meetings of the Board of Commissioners shall require the presence
of a quorum, consisting of at least four (4) of the seven (7) Commissioners.
Action by the Board of Commissioners shall be authorized if and when
a majority of the Commissioners present at a meeting votes in favor
of such action. Actions pursuant to 68.025.1(17) shall require a super
majority vote (5).
H.
Regularly scheduled meetings of the Board of Commissioners shall
take place at least once every six (6) months. The Chairperson or
any three (3) other Commissioners acting jointly may call special
meetings upon seven (7) days' advance written notice to all other
Commissioners. Under exigent circumstances, the Chairperson may call
an emergency meeting upon notice to all Commissioners that is reasonable
under the circumstances.
I.
The proceedings of the Board shall be subject to the Missouri Sunshine
Law. Any records authorized to be closed pursuant to State Statutes
shall be kept as closed records unless:
[Ord. No. 19-071, 9-9-2019]
No Commissioner shall have any direct financial interest in
any contract or business transaction of or with the Port Authority,
nor shall a Commissioner have any direct financial interest in any
property, supplies, facilities or equipment purchased or leased by
the Port Authority. Commissioners are public officials who shall be
subject to the provisions of Chapter 105, RSMo., as amended, regarding
the conduct of public officers and employees.
[Ord. No. 19-071, 9-9-2019]
A.
The Port Authority shall let contracts for all work to be done and for equipment, supplies or materials to be purchased. Except as set forth in Subsection (B) below, such contracts shall be given to the lowest responsible bidder, upon not less than twenty (20) days' notice of the letting, given by publication in a newspaper of general circulation in the County; and in the discretion of the Commissioners, in one (1) or more newspapers of general circulation among contractors. The Port Authority shall have the power and authority to reject any and all bids and to readvertise the work or proposed purchase.
B.
Competitive bidding shall not be required when:
1.
The work to be done or equipment, supplies or material to be
acquired will cost less than two thousand five hundred dollars ($2,500.00).
2.
The work to be done or equipment, supplies or material to be
acquired involves marine construction or repair work requiring the
use of floating scows, pile drivers or other floating equipment and
will involve an expenditure of less than five thousand dollars ($5,000.00);
3.
The equipment, supplies or material to be acquired is/are sufficiently
unique or existing equipment or technical requirements preclude the
use of another similar item or service from a different manufacturer,
brand, or provider, and such sole source acquisition is:
4.
The work to be done or equipment, supplies or material to be
acquired involves an emergency repair. In the event of an emergency
repair, the official or party ordering same shall report the circumstances
thereof, including the agreed price or estimated cost of repairs,
to the commissioners of the Port Authority immediately and without
delay;
5.
The work to be done involves professional services requiring
a particular expertise or skill such that relying upon competitive
bidding might deprive the Port District of the quality needed and/or
the benefits of an ongoing professional relationship, but all contracts,
including for professional services, shall be subjected to competitive
bidding if they involve more than twenty-five thousand dollars ($25,000.00).
[Ord. No. 19-071, 9-9-2019]
The Port Authority shall have an operating fund to receive and
from which to disburse monies for its operations. The Financial Officer,
an employee appointed by the Board of Commissioners, shall administer
and disburse monies from the operating fund without further legislative
action in accordance with the authorization of the Board of Commissioners.
[Ord. No. 19-071, 9-9-2019]
Provided the Port Authority has no outstanding obligations,
the Governing Body of St. Charles County must, by majority vote, authorize
dissolution of the Port Authority. The dissolution of the Port Authority
is effective the date of the approval by MHTC.
