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MINUT'F~ OF TSE ORGANIZATIONAL 2~+lEETING OF
Tffi BOARD OF DIRECTp$S Qg 'ice
KERR COUNTY JZJVENILE FACII,1'i'y CORPt~RATION
STATE OF TEKAS ~ ~ ~
CC?UNTY OF KERB §
't'he Board of Dlc~ectors (the "Board of Directors') of tl~ Rerr County Juvenile Facility
Corporation (the °Corporation°j convened in public g ,~ y~e 3p, 1997, notice of the
meeting having been posted ae prescribed by Chapt. 551, Tex. Loc. Gov't. Code, for the
purpose of its organizational meeting, such meeting having bees called by the incorporator of
the Corporation, and notice of the meeting giving the time and piece thereof having been mailed
yr delivered to, or waived by, cash member of the Board of Directors as prescribed by the
Texas Non-Profit Corporation Act, Article 1396, Vcrnon's Texas Civil Statutes, as amertdcd.
The rnll of the duty constituted members of the Hoard of Directors was called, which_ members
are as follows, to-wit:
Emil Kart Prohl Stephen $. Abler Robert A. Denson
and all of such persons were present, except the following:
Articles of Incorooratien
The first matter to come before the Board of Directors was the receipt and approval of
the Amclcs of Incorporation es film with the Secretary of State of the State of Texas. By
motion duly made, seconded and carried by a unanimous vote of the directors present, tho Hoard
of Directors approved the Articles of Incorporation and directed that a copy of the Aniclcs of
Incorporation and the Certificate of Inearparation rercived from the Secretary of State be filed
in the official records of the Corporation. The Commissioners Court of Kerr County, Texas
have approved the Articles of Incorporation.
Tire Board of Directors next considered the adoption of corporate bylaws. A document
cntitl~d "Bylaws of the Kerr County Juvenile Facility Corporation" (the "Bylaws") was preserned
to the Board of Directors. By motion duly made, seconded and carried by a unanimous vote of
the directors present, the Board of Directors adopted the Hylaws as presented and directed that
a copy of the Bylaws be filed in the official records of the Corporation. The Bylaws have been
approved by the Commissioners Court of Kerr County, Texas.
The Board of Directors ~xt considered the matter of appointing officers of the
Corporation, including a President. a Vicc President, a Secretary and a Treasurer. By motion
duly made, sxonded and carried by unatrirn0us vote of all directors present, the Board of
Directors appoimed the following officxrs:
ROBERT A. DENSON ,President
E . KARL PROHL ,Vice President _
TOMMY TOMLINSON ~ SeCrCtal'y/'1"rCas<]I~er
STEPHEN B. ABLES, ASST. SECRETARY/TREASURER
Each officer so appointed accepted the office.
The Board of Directors next considered the establishment of a principal corporate office.
By motion duly made. secotxled and carried by unanimous vote of all directors present, the
Board of Directors established ~• 103, goo Main ,Kerrville, Texas, as the principal
corporate office of the Corporation.
~1
The Board of Directors next considered the matter of adopting a corporate seal. The
Board of Directors approvc;d the preparation of a corporate seal consisting of two concentric
circles containing the words "Kerr County Juvenile Facility Corporation" and in the center of
the circles afive-poimed star and the word "Texas. " By motion duly made, seconded and
camcd by unanimous vote of the directors present, the Board of Directors adopted the seal to
be formally ptzscnted at a future meeting of the Board.
Des~miatton of DeQos~torv
The Board of 13irtetors next considered the designation of a depository for the
Corporation. By motion duly trade, seconded and carried by unanimous vote of all directors
present, the Hoard rzquested the County Auditor of Kerr County to establish such accounts for
the Corporation as and when ttquitzd.
(a) By motion duly made. seconded and eamied by unanimous vote of all directors
present, the Board of Directors designated Thomas W. Pollard, Kerrville, Texas, as the general
course! of the Corporation.
(b) By motion duly made, seconded and carried by unanimous vote of all direttors
present, the Board of Directors designated Thomas W. Pollard, 951 Main Strcct, Kemille,
Texas 7AQ28, as the registered agent of the Corporation.
(c) By motion duly trade, seconded and carried by unanimous vote of all directors
present, the Board of Directors ratified, confirmed and approved the Agreement, dated as of
June 13, 1997, between ReCor. Imo. and the Kerr Couasy Juvenile $oard and the Kerr County
Commissioners Court, for and with respect io the termination of services and all associations
and dcaiings with ReCor, Inc.
(d) $y motion duly made, seconded and carried by unanimous vote of all directors
present, the Hoard of Ditioctors approved, confirmed aml approved the Corporation accepting
and recording the General Warranty Deed proposed to be e~ravted and delivered by ReCor.
lnc. , subject to the lease-purchase agr~esnent and the rigfits and itnetests of ChiCotp Financial
Services, Inc. (now ABN AMRO Chicago Corporation), as spread on the minutes of this
meeting.
A~~ r4u nment
There being no further business to come before the Board of Directors, the meeting was
adj~urncd.
APPRQVED;

DENSON
ATTEST:
/jZM"~
$eCt'Ctary 'OMMY TOMLINSON
WAIVER OF NOTICE OF ORGANIZATIONAL MEETII~IG
We, the undersigned, being Directors of the Kea County Juvenile Facility
Corporation, (the "Corporation") do hereby waive notica of the organizational meeting of the
Corporation held at County Courtroom Kerrtirille, Texas, on July 8 at 8:00 Am.
SIGNED this sth day of July , 1997.
Emil Karl Profs, Director
SIGNED this day of 1997.
Stephen B. Ables, Director
SIGNED this 8th day of July 199?.
Robert A. Denson, Director
STATE OF TEXAS f
COUNTY OF KERB ~
BEFQRE ME. tha unciCrsigtuci authority, on this day personally appeared Emil
Karl Prohl, Director of the Kerr County Juvenile Facility Corporation, a Texas Non-Profit
Corporation organized under the laws of the State of Texas, known to me to be the person
whose name is subscribed to the foregoing insuumant. and aelcaowiedged to me that he executed
the same for the purposes and consideration tbcnein expressed,
GIVEN UNDER MY HAND AND SEAT. OF OFFICE this sthday of July
1997.
Notary Public, State of Texas
STATE OF TEXAS ~
COUNTY OF KERB ~
BEFORE ME, the undersigned antttority, on thisdry personally appeattci Stephen
B. Ablcs, Ditecmr of the Sear County Juvenile Fsciil~r ~` a Texas Nun-Profit
Corporation organized under tfie Iaa-s of thn State oi~ Texa:. lmown to me m be the person
whose name is subscribed to the Raregoing ~; and-scicaorviodged to me that he executed
the satnc for the purposes and consideration thenrin expressed.
GIVEN UNDER MY HAND AND SEAI.OF OFFICE this day of
1997.
Notary Public, State of Texas _ .
STATE OF TEXAS ~
f
COUNTY OF KERB g
BEFORE ME. the wtdersigned authority, on this dsy personally appeared Robert
_. A. Denson, Director of the Ken County Juvenile Facility Corporation, a Texas Non-Profit
Corporation organized under the laws of the State of Tetras. kraoa-n to me m be the person
whose name is subscribed to the foregoing instrwnent; and aclmowledged to me that he executed
trie same for the purposes and consideration theantin expressed.
GFV1~T UNDER MY HAND AND SEAL OF OFFICE chit atr- day of J~~„
1997.
Notary Public, State of Tcass _

JUVENILE BOARD AGENDA
TUESDAY, JULY 8,1997, 7:30 A.M.
COUNTY COURTROOM
KERR COUNTY COURTHOUSE
KERRVILLE, TEXAS 78028

THIS NOTICE IS POSTED PURSUANT TO THE TEXAS OPEN MEETINGS
ACT. (TITLE 5, CHAPTER 551, GOVERNMENT CODE AND TITLE 5,
CHAPTER 552, GOVERNMENT CODE.)
This Kerr County Juvenile Board will hold a meeting at 7:30 A.M., Tuesday, July
8, 1997, at the Kerr County Courthouse in the Commissioners' Courtroom.
CALL MEETING TO ORDER
I CONSIDERATION AGENDA: (Action may be taken on Items listed
below)
1.1 Consider and discuss Organizational Meeting-Kerr County Juvenile
Facility Corporation. (County Judge)
1.3 Consider and discuss marketing strategies for the Ken County
Juvenile Facility. (Facility Administrator)
II INFORMATION AGENDA:
2.1 Reports and discussion from Board Members.
File Day ~ A.D.19~' IMF ~ ~ ~ 3 ~~~
PATRI IA DYE
lerk County Court, K r County i2~a~
BY - ---