AGENDA. Quorum = 2. +Same Date Action Item for Approval by the Board of Directors. *This is a Briefing Item Only

Transcription

1 AGENDA DART Mobility Service, LGC Board of Directors Meeting Tuesday, April 9, 2019, 11:30 a.m. DART Conference Room C 1st Floor 1401 Pacific Ave., Dallas, Quorum = 2 1. Approval of Minutes: November 13, Approval of a First Amendment of the Toyota Grant Agreement between the Dallas Area Rapid Transit Mobility Service, LGC, and Toyota Motor North America, Inc. 3. Authorization to Provide Funding for Transportation Services to the Inland Port Transportation Management Association and the Legacy Transportation Management Association and to Transfer Remaining Excess Funds Accumulated through September 2018 to Dallas Area Rapid Transit 4. Appointment of Secretary of the Dallas Area Rapid Transit Mobility Service, LGC 5. *Review of FY 2018 Financial and Operating Performance Update 6. *Review of FY 2019 Financial and Operating Performance Update as of December 31, Identification of Future Agenda Items 8. Adjournment +Same Date Action Item for Approval by the Board of Directors *This is a Briefing Item Only The Dallas Area Rapid Transit Bus Service, LGC may go into Closed Session under the Texas Open Meetings Act, Section , Consultation with Attorney, for any legal issues. This facility is wheelchair accessible. For accommodations for the hearing impaired, sign interpretation is available. Please contact Community Affairs at , 48 hours in advance. DART Mobility Service, LGC Board of Directors Sue S. Bauman, Gary Slagel, Gary Thomas, Todd Plesko

2 MINUTES DALLAS AREA RAPID TRANSIT BUS SERVICE, LGC BOARD OF DIRECTORS' November 13, 2018 AGENDA ITEM NO. 1 The Dallas Area Rapid Transit Bus Service, LGC Board of Directors' meeting convened on Tuesday, November I 3, 20 I 8, at I 0:35 a.m., at DART Headquarters, 140 I Pacific Avenue, Dallas, Texas, with Chair Bauman presiding. The following Committee Members were present: Sue S. Bauman, Gary Thomas, Gary Slagel, Todd Plesko, and Jesse Oliver. The following Officer was present: Joseph Costell o. Others present: David Schulze, Gene Gamez, Rob Smith, Harlene Kennedy, Donna Henry, Nancy Johnson, and Josefina Chavira, DART Staff. General Items: 1. Approval of the Minutes: July 10, 2018 Items: Mr. Oliver moved for the approval of the July 10, 2018, Dallas Area Rapid Transit Bus Service, LGC Board of Directors' Meeting Minutes, to be entered into record, as written. Mr. Thomas seconded and the motion was approved unanimously. 2. Appointment of Board Officers for Terms Ending December 31, 2019 and Appointment of Corporation Officers for Terms Ending December 31, 2020 Mr. Oliver moved to approve Resolution to the Committee-of-the-Whole meeting, as written. Mr. Thomas seconded and the item was approved unanimously. 4. *Review of FY 2018 Financial and Operating Performance Update as of June 30, 2018 Mr. Costello briefed the Committee (Handouts on file with the Office of Board Support) as follows: FY18 LGC Update-vl Repo11 updatcasofjunc & Mr. Slagel entered the meeting at l 0:37 a.m. After some discussion, Mr. Thomas requested clarification be provided regarding the Toyota funds on Page 3, Collin County Bus Service. Chair Bauman recommended staff provide a communication plan to begin advertising the use of outside services, such as linking into the DART Service DART Bus Services. LGC-Board of Dir.:ctors Minuh:s.docx li2i20 19: 8:00 am

3 3. Approval of the Name Change of the Dallas Area Rapid Transit Bus Service LGC (LGC), the Amendment of the LGC's Bvlaws, and Amendment of the Interlocal Agreement between DART and the LGC Other Items: Mr. Plesko briefed the Committee (Handouts on file with the Office of Board Support) as follows: Articles oflncorporation LGC Bylaws Interlocal Agreement between DART and the LGC Chair Bauman recommended providing transparency of the acti vities of the LGC Board to the DART Board. Mr. Costello stated when staff closes for 2018, they could provide a summary to the DART Board. Mr. Thomas moved to approve Resolution to the Committee-of-the-Whole meeting, as written. Mr. Slagel seconded and the item was approved unanimously. 5. Identification of Future Agenda Items Mr. Slagel requested a briefing, at the DART Committee-of-the-Whole meeting, of where the LGC is with the non-member cities. Chair Bauman recommended adding information regarding why a city would decide, or has decided, not continue with DART service. 6. Adjournment There being no further business to discuss, the meeting was adjourned at 11 :05 a.m. JosefihaChav1 ra Board Committee Secretary /jc + Same Night Item * Briefing Item DART Bus Services. LGC-Board of Directors 1'-linutcs.doc~ 2 1/2/2019: 8:00 am

4 Agenda Item No. 2 Agenda Report Dallas Area Rapid Transit Mobility Service, LGC Voting Requirement: Majority DATE: April 9, 2019 SUBJECT: Approval of a First Amendment of the Toyota Grant Agreement between the Dallas Area Rapid Transit Mobility Service, LGC, and Toyota Motor North America, Inc. RECOMMENDATION Approval of a Resolution authorizing the President of the Dallas Area Rapid Transit Mobility Service, LGC, (LGC) Board of Directors, or his designee, to execute the First Amendment of the Grant Contract between the LGC and Toyota Motor North America, Inc., substantially in the form shown as Exhibit 1 to the Resolution, and subject to approval by the Dallas Area Rapid Transit Board of Directors. FINANCIAL CONSIDERATIONS In April 2016, Toyota provided a $1 million grant to the LGC to assist in the funding of public transportation for elderly and disabled persons in Northern Collin County. Other funding sources for this effort were provided by the North Central Texas Council of Governments (NCTCOG) and the municipalities of Wylie, Fairview, and Allen, in addition to fees provided by the registered program users. Since October 2016, when the transportation program was converted to a user-side subsidy program, funding from the cities, NCTCOG, and the users has fully funded the program leaving a balance of nearly $847,000 in Toyota grant funds. The First Amendment will provide authority from Toyota to use the remaining funds for the programs as described in this agenda report. BUSINESS PURPOSE On April 12, 2016 (DART Resolution No ), the DART Board authorized the LGC to accept a grant from Toyota Motor North America, Inc., totaling $1 million, to assist the LGC in providing elderly and disabled public transportation in cities outside the DART Service Area in Collin County. The grant was provided to assist the LGC in funding public transportation and a county-wide transportation plan. The Toyota grant was assumed to be a temporary funding bridge until a sustainable source of funding could be provided in the Collin County cities.

5 Agenda Item No. 2 Although two of the largest cities in northern Collin County unexpectedly declined the LGC offer to provide this transportation, the cities of Allen and Wylie and the Town of Fairview opted to contract with the LGC, providing over $188,000 annually of additional funding for the program through September 30, The LGC opted to implement a taxi voucher program to provide transportation for elderly and disabled persons in the three municipalities. This low-cost program, together with the funding provided by the municipalities, users, and NCTCOG, provided sustainable funding without continued funding from the Toyota grant. As of March 27, 2018, approximately $847,000 of the original Toyota Grant remained unused due to the other contracted contributions including NCTCOG funding for the Transit System Plan. On March 27, 2018 (LGC Resolution No ), and April 10, 2018 (DART Resolution No ), both the LGC Board and the DART Board authorized the execution of the transfer of $500,000 of the remaining grant balance to assist with the pilot test of the FTA Mobility on Demand (MOD) Sandbox Project, splitting the funds equally between the Plano pilot test and the pilot test in southern Dallas. Toyota has a strong interest in servicing the Inland Port area in southern Dallas and requested splitting the $500,000 between Plano and southern Dallas. Based upon DART Board member questions about shifting Toyota grant funding to Southern Dallas, the Toyota amendment will be modified to reflect that all of the remaining Toyota grant funding will be limited to Collin County, including Plano. DART, however, will commit to fund the Southern Dallas demonstration with already budgeted DART funds. DART will also share the Inland Port information as requested by Toyota at the end of the Mobility on Demand Demonstration in the Southern Sector. In June 2018, the NCTCOG announced that it would fund the entire Collin County Transit System Plan for which DART had anticipated using approximately $300,000 from the Toyota grant. When informed of this change in the grant purposes, Toyota requested that DART use approximately $300,000 of the remaining grant funding to fund an on-demand transportation program for Collin County clients of My Possibilities located in Plano. Toyota and DART agreed that elimination of the transit system plan, use of the funding for GoLink MOD services in Plano, and for clients of My Possibilities and other Collin County programs should be incorporated into an amendment of the original $1 million Toyota grant. The First Amendment authorizes the LGC to use the remaining $847,000 in Toyota funds to support DART s GoLink Program in Plano ($500,000) and other Collin County transportation programs including clients of My Possibilities ($347,000). LEGAL CONSIDERATIONS Subchapter D of Chapter 431 of the Texas Transportation Code (the Act ), authorizes a local government, including a regional transportation authority as described in Chapter of the Act, to create a local government corporation to aid and act on behalf of the local government to accomplish any governmental purpose of the local government.

6 Agenda Item No. 2 DRAFT RESOLUTION of the DALLAS AREA RAPID TRANSIT MOBILITY SERVICES, LGC BOARD OF DIRECTORS Approval of a First Amendment of the Grant Agreement between the Dallas Area Rapid Transit Mobility Service, LGC, and Toyota Motor North America, Inc. WHEREAS, on November 17, 2015 (DART Resolution No ), the DART Board authorized the Dallas Area Rapid Transit Mobility Service, LGC (LGC), to execute an agreement with North Central Texas Council of Governments (NCTCOG) to restore demand response service for seniors and disabled residents in Collin County who lost service when Texoma Area Paratransit System, Inc. (TAPS), service was discontinued; and WHEREAS, on February 9, 2016 (LGC Resolution No ), the LGC Board of Directors approved a resolution accepting the assignment by DART of the contract modification with MV Transportation, Inc. to provide Collin County demand response service within Collin County that would be available to residents of Allen, Wylie and Fairview; and WHEREAS, on April 12, 2016, (DART Resolution No ), the DART Board authorized the LGC to accept a $1 million grant from Toyota Motor North America, Inc., to assist with funding the continuation of the demand response service in unserved areas of Collin County; and WHEREAS, the Toyota grant assumed that this funding would be temporary until a sustainable transportation program and funding source could be developed; and WHEREAS, on May 24, 2016 (LGC Resolution No ), a taxi voucher program for the cities of Allen and Wylie and the Town of Fairview was implemented which has been sustained exclusively with the funds provided by NCTCOG, from each of the three cities, and from the users without additional Toyota grant funds; and WHEREAS, on March 27, 2018 (LGC Resolution No ), and April 10, 2018 (DART Resolution No ), both the LGC Board and the DART Board authorized the execution of the transfer of $500,000 of the remaining grant balance to assist with the pilot test of the FTA Mobility on Demand (MOD) Sandbox Project in Plano; and WHEREAS, Toyota also asked the LGC to use $347,000 in remaining funds to provide a Mobility on Demand service to support other Collin County clients attending the MyPossibilities Program or other programs in Collin County; and WHEREAS, the First Amendment authorizes the LGC to use the remaining $847,000 in Toyota funds to support DART s GoLink Program in Plano ($500,000) and other Collin County transportation programs including clients of My Possibilities ($347,000).

7 Agenda Item No. 2 Approval of a First Amendment of the Grant Agreement between the Dallas Area Rapid Transit Mobility Service, LGC, and Toyota Motor North America, Inc. NOW, THEREFORE, BE IT RESOLVED by the Dallas Area Rapid Transit Mobility Service, LGC, (LGC) Board of Directors that the LGC President or his designee is authorized to execute the First Amendment of the Grant Agreement between the LGC and Toyota Motor North America, Inc., substantially in the form shown in Exhibit 1 to this Resolution, and subject to approval by the Dallas Area Rapid Transit Board of Directors. EXECUTED as of this 9th day of April, DIRECTORS: Sue S. Bauman Chair Gary C. Thomas Vice-Chair Gary Slagel Secretary Todd Plesko Carol Wise

8 Exhibit 1 FIRST AMENDMENT TO PARTIAL FUNDING AGREEMENT BETWEEN DALLAS AREA RAPID TRANSIT MOBILITY SERVICE, LGC AND TOYOTA MOTOR NORTH AMERICA This First Amendment ( First Amendment ) to the Partial Funding Agreement between Dallas Area Rapid Transit Mobility Service, LGC ( LGC) and Toyota Motor North America ( TMNA ) is made and entered into as of, 2019, by and between LGC and TMNA. WITNESSETH WHEREAS, as of March 29, 2016, Dallas Area Rapid Transit Mobility Service, LGC ( LGC ), and Toyota Motor North America, Inc. entered into a Partial Funding Agreement for certain transportation services in Collin County, Texas (collectively, as amended from time to time the Agreement ); and WHEREAS, Section 5.13 (Merger and Amendment) of the Agreement provides that the Agreement may be modified or amended only in writing and signed by all Parties; and WHEREAS, LGC and Toyota Motor North America agree to amend the Agreement as set forth herein; and WHEREAS, on December 11, 2018, the name of the LGC was changed from Dallas Area Rapid Transit Bus Service, LGC to Dallas Area Rapid Transit Mobility Service, LGC. NOW THEREFORE, in consideration of the mutual covenants set forth in this First Amendment, the receipt and sufficiency of which is hereby acknowledged, the Parties hereby amend the Agreement to read as follows 1 : ARTICLE I. Toyota Contribution, Section 1.2 * * * * * * (b) To develop a long-term transit service plan for northern Collin County to address the transit needs of such eligible residents who are outside the current service area of DART. To provide shared ride mobility-on-demand services for the general public within Collin County, including Plano. 1 Words in strike through type are deletions from the existing agreement; words in underlined type are additions. 1

9 Exhibit 1 * * * * * * ARTICLE II. LGC Expenditure of Toyota Contribution Section 2.1 (a) Service: LGC shall provide weekday, non-emergency, demand responsive service (the Service ) in Collin County through LGC or LGC Agents such as DART employees, contractors, taxis, or shuttles (at LGC s discretion), utilizing a subscriberbased model and in accordance with the amended budget attached as Exhibit 1 hereto for the activities described herein in furtherance of the purposes of this Agreement. The period of Service shall commence as soon as is practicable upon execution hereof and continue through September 30, 2017 December 31, 2022 or through such later date as is possible through the application of matching funds as described in Section 2.1(c) below (such period the Term ). 2 : (i) (ii) The Service shall be offered to residents of Collin County who are senior citizens or otherwise eligible for the Service and are otherwise not currently being served by public transportation. The Service shall be designed primarily for non-emergency transport to and from medical providers and facilities and training providers and facilities for senior and disabled Collin County residents or the general public in the case of shared ride mobility-on-demand services (the Eligible Residents ). LGC shall determine the qualification requirements for eligibility for the Service consistent with the terms of this Agreement and in consultation with local governments in the Service area. LGC shall notify TMNA of the qualification requirements for eligibility prior to commencement of the Service and shall further notify TMNA of any changes to the requirements made from time to time during the Term. LGC and LGC Agents shall provide all Service in compliance with Section 5.2 of this Agreement, utilizing properly registered, inspected and maintained vehicles suitable for the transport of Eligible Residents. Drivers shall be properly licensed, and all participating staff shall be properly trained according to standards equal to or exceeding DART regular practices. DART or LGC shall conduct initial and quarterly reviews of each driver s driving record with the division of motor vehicles in Texas. No driver may have had: (a) more than two (2) moving violations, two (2) at fault accidents or combined total of moving violations and at-fault accidents of two (2) in the last 2 Words in strike through type are deletions from the existing agreement; words in underlined type are additions. 2

10 Exhibit 1 three (3) years; or (b) a conviction for driving under the influence of alcohol or drugs, reckless driving or vehicular manslaughter in the last five (5) years. (b) Development of Transit Plan. During the Term, LGC shall develop and provide to TMNA a long-term transit service plan for northern Collin County to address the transit needs of Eligible Residents and shall provide TMNA a copy of the plan and any draft plans. 3 : * * * * * Section 2. No Further Modifications. All other provisions of the Agreement, other than as specifically addressed herein, shall remain in full force and effect. Defined terms herein shall have the same meaning as set forth in the Agreement unless specified otherwise. IN WITNESS WHEREOF, the Parties hereto have accepted, made and executed this First Amendment upon the terms and conditions above stated on the day and year first above written. DALLAS AREA RAPID TRANSIT MOBILITY SERVICE, LGC By: Name: Title: Date: TOYOTA MOTOR NORTH AMERICA, INC. By: Printed Name: Title: Date: 3 Words in strike through type are deletions from the existing agreement; words in underlined type are additions. 3

11 Exhibit 1 Exhibit 1 Amended Budget Total Toyota Grant Revenue $1,000,000 Northern Collin County Transportation Expenditures as of the execution $ 153,000 of this amendment Approved Uses for Toyota Grant Plano GoLink Demonstration Costs $ 500,000 Provision of public transportation within Collin County including but not $ 347,000 limited to MyPossibilities Program participants Total Projected Expenditures $1,000,000 Note: Toyota has originally requested that $250,000 of the Toyota Grant be used to assist funding the GoLink Demonstration in Southern Dallas. DART will fund this Southern Dallas service with budgeted DART funds and will report all evaluation data regarding the Southern Sector GoLink to Toyota. 4

12 Agenda Item No. 3 Agenda Report Dallas Area Rapid Transit Mobility Service, LGC Attachment: 1. DART Board Resolution No Voting Requirements: Majority DATE: April 9, 2019 SUBJECT: Authorization to Provide Funding for Transportation Services to the Inland Port Transportation Management Association and the Legacy Transportation Management Association and to Transfer Remaining Excess Funds Accumulated through September 2018 to Dallas Area Rapid Transit RECOMMENDATION Approval of a resolution authorizing the President of the Dallas Area Rapid Transit Mobility Service, LGC (LGC), or his designee, to: 1) provide funding in the amount of $40,000 for transportation services to the Inland Port Transportation Management Association; 2) provide funding in the amount of $40,000 for transportation services to the Legacy Transportation Management Association; and 3) transfer to DART $181, which represents the remaining funds in excess of what was needed to pay the LGC s expenses or obligations through September BUSINESS PURPOSE Pursuant to Section 8.01 of the LGC Bylaws, DART is entitled to receive income earned by the LGC not needed to pay the LGC s expenses or obligations. On March 12, 2019 (DART Board Resolution No ), the DART Board of Directors authorized the President of the DART Mobility Service, LGC, or his designee, to provide $40,000 for transportation services to the Inland Port Transportation Management Association and $40,000 for transportation services to the Legacy Transportation Management Association from excess LGC revenue received during FY The total amount available in excess funds for FY 2018 is $261, After payment of $40,000 to each of the TMAs, an amount of $181, in excess funds remains to be transferred to DART. LEGAL CONSIDERATIONS Subchapter D of Chapter 431, Texas Transportation Code (the ACT ), authorizes a local government, including a regional transportation authority as described in Chapter of the Act, to create a local government corporation to aid and act on behalf of the local government to accomplish any governmental purpose of the local government. Section 8.01 of the LGC Bylaws provides that DART is entitled at the end of each fiscal year to receive income earned by the LGC not needed to pay the LGC s expenses or obligations. Payment to TMAs-Tsf Funds to DART 1

13 Attachment 1 RESOLUTION ofthe DALLAS AREA RAPID TRANSIT BOARD (Executive Committee) RESOLUTION Authorize the Dallas Area Rapid Transit Mobility Service, LGC, for Transportation Services to the Inland Port Transportation Management Association and the Legacy Transportation Management Association WHEREAS, the Dallas Area Rapid Transit Mobility Services, LGC (LGC), was organized for the purpose of aiding, assisting, and acting on behalf of DART in the performance of its governmental functions of providing a public transportation system, including outside the DART Service Area; and WHEREAS, under Section 8.01 of the LGC Bylaws, DART is entitled at the end of each fiscal year to receive income earned by the LGC that is not needed to pay the LGC's expenses or obligations; and WHEREAS, in FY 2018, the LGC earned $193,027 from service provided during the fiscal year under contracts with non-service area municipalities; and WHEREAS, the Inland Port Transportation Management Association (ITMA) was created on August 30, 2018, for the purpose of promoting public transportation access for residents of the DART Service Area to jobs created within the Inland Port area, including jobs outside the DART Service Area; and WHEREAS, the Legacy Transportation Management Association (L TMA) was created in 2018 for the purpose of promoting public transportation and other mobility services for Northwest Piano's Legacy business district; and WHEREAS, both the ITMA and the L TMA have received approval from the North Central Texas Council of Governments (NCTCOG) to receive federal funding to support TMA services; and WHEREAS, it is in DART's interest to financially support both TMAs and assist each with access to federal funds to promote public transportation services. NOW, THEREFORE, BE IT RESOLVED that the Dallas Area Rapid Transit Board of Directors authorizes the President of the Dallas Area Rapid Transit Mobility Service, LGC or his designee to: Section 1: Section 2: Provide $40,000 for transportation services to the Inland Port Transportation Management Association and $40,000 for transportation services to the Legacy Transportation Management Association from excess LGC revenue received during FY Execute related agreements required with both TMAs, subject to legal approval. Approve Funding Inland Port/Legacy TMA 3/12/2019 8:44:28 AM

14 Attachment Authorize the Dallas Area Rapid Transit Mobility Service, LGC, for Transportation Services to the Inland Port Transportation Management Association and the Legacy Transportation Management Association Michele Wong Krause Secretary APPROVED AS TO FORM: ATTEST Gene Gamez Interim General Counsel March Date Approve Funding Inland Port/Legacy TMA 2 3/12/2019 8:44:28 AM

15 DRAFT RESOLUTION of the DALLAS AREA RAPID TRANSIT MOBILITY SERVICE, LGC BOARD OF DIRECTORS Authorization to Provide Funding for Transportation Services to the Inland Port Transportation Management Association and the Legacy Transportation Management Association and to Transfer Remaining Excess Funds Accumulated through September 2018 to Dallas Area Rapid Transit WHEREAS, Section 8.01 of the Dallas Area Rapid Transit Mobility Service, LGC (LGC) Bylaws provides that at the end of each fiscal year Dallas Area Rapid Transit (DART) is entitled to receive income earned by the LGC that is not needed to pay the LGC s expenses or obligations; and WHEREAS, on March 12, 2019 (DART Board Resolution No ), the DART Board of Directors authorized the President of the DART Mobility Service LGC, or his designee to provide $40,000 for transportation services to the Inland Port Transportation Management Association and $40,000 for transportation services to the Legacy Transportation Management Association from excess LGC revenue received during FY 2018; and WHEREAS, following payment of these amounts to the Inland Port Transportation Management Association and the Legacy Transportation Management Association, there is an additional amount of $181, that is considered excess LGC revenue received during FY NOW, THEREFORE, BE IT RESOLVED by the Dallas Area Rapid Transit Mobility Service, LGC, Board of Directors that the President of the LGC or his designee is authorized to: Section 1: Section 2: Section 3: Provide funding in the amount of $40,000 for transportation services to the Inland Port Transportation Management Association. Provide funding in the amount of $40,000 for transportation services to the Legacy Transportation Management Association. Transfer to DART $181, which represents the remaining funds in excess of what was needed to pay the LGC s expenses or obligations through September Payment to TMAs-Tsf Funds to DART 1

16 Authorization to Provide Funding for Transportation Services to the Inland Port Transportation Management Association and the Legacy Transportation Management Association and to Transfer Remaining Excess Funds Accumulated through September 2018 to Dallas Area Rapid Transit EXECUTED as of this 9th day of April, DIRECTORS: Sue S. Bauman Chair Gary C. Thomas Vice-Chair Gary Slagel Secretary Todd Plesko Carol Wise Payment to TMAs-Tsf Funds to DART 2

17 Agenda Item No. 4 Agenda Report Dallas Area Rapid Transit Mobility Service, LGC Attachment: 1. LGC Bylaws- Article III-Officers Voting Requirements: Majority DATE: April 9, 2019 SUBJECT: Appointment of Secretary of the Dallas Area Rapid Transit Mobility Service, LGC RECOMMENDATION Approval of a resolution appointing Carol Wise as Secretary of the Dallas Area Rapid Transit Mobility Service, LGC (LGC), for a term commencing on the date hereof and ending on December 31, 2020, or until a replacement officer is appointed. BUSINESS PURPOSE Pursuant to Section 3.01 of the LGC Bylaws (see Attachment 1), the Corporation is served by a president, a vice-president, a secretary, a treasurer, and such other officers as the Board of Directors may from time to time elect or appoint. The current Secretary of the Corporation has retired, and it is recommended that Carol Wise be appointed as Corporation Secretary. LEGAL CONSIDERATIONS Subchapter D of Chapter 431, Texas Transportation Code (the ACT ), authorizes a local government, including a regional transportation authority as described in Chapter of the Act, to create a local government corporation to aid and act on behalf of the local government to accomplish any governmental purpose of the local government. Section 3.01 of the LGC Bylaws provides that the Corporation will be served by a president, a vice-president, a secretary, a treasurer, and such other officers as the Board of Directors may from time to time elect or appoint.

18 Attachment 1 for their actual expenses incurred in the performance of their duties as Directors. Section Director's Liability. No Director shall be liable to the Corporation for monetary damages for an act or omission in the Director's capacity as a Director, except as is authorized by Texas or Federal law for public officials of a Texas governmental entity. Section Director's Reliance on Consultant Information. Unless there is an established rule of law to the contrary, a Director shall not be liable if while acting in good faith and with ordinary care, the Director relies on information, opinions, reports, or statements, including financial statements and other financial data, concerning the Corporation or another person that were prepared or presented by: or (a) one or more officers or employees of the Corporation or employees of DART; (b) legal counsel, public accountants, or other persons as to matters the Director reasonably believes are within the person's professional or expert competence. ARTICLE III OFFICERS Section Titles and Term of Office. The officers of the Corporation shall be a President, a Vice-President, a Secretary, a Treasurer, and other officers as the Board may from time to time elect or appoint. The initial term of the officers of the Corporation shall extend to December 31, The subsequent terms of office for each officer shall be two (2) years commencing on January 1. Any vacancy in the office of any officer shall be filled by a majority vote of the Board. Pending a vote by the Board, an interim appointment may be made by the Chair of the DART Board for any Officer who is a DART Board member, and an interim appointment made by the President/Executive Director of DART for any Officer who is a DART employee. Section Powers and Duties of the President. The President shall be the principal executive officer of the Corporation and, subject to the Board, he or she shall be in general charge of the properties and affairs of the Corporation. ln furtherance of the purposes of the Corporation and subject to the limitations contained in the Articles of Incorporation, the President or the Vice President may sign and execute all bonds, notes, deeds, conveyances, franchises, assignments, mortgages, notes, contracts and other obligations in the name of the Corporation. The President shall have such other duties as are assigned by the Board. The President may call special meetings of the Board. Section Powers and Duties of the Vice-President. The Vice-President shall perform the duties and exercise the powers of the President upon the President's death, absence, disability, or resignation, or upon the President's inability to per f orm the duties of his or her office. Any action Bylaws 05/27/2014 Page 4

19 Attachment 1 taken by the Vice-President in the performance of the duties of the President shall be conclusive evidence of the absence or inability to act of the President at the time such action was taken. The Vice-President shall have such other powers and duties as may be assigned to him or her by the Board or the President. Section Secretary. The Secretary shall keep or cause to be kept the minutes of all meetings of the Board in books provided for that purpose and he or she shall attend to the giving and serving of all notices. He or she shall have charge of the Corporation's books, records, documents and instruments, except the books of account and financial records and securities of which the Treasurer shall have custody and charge, and such other books and papers as the Board may direct, all of which shall at all reasonable times be open to the inspection of any Director upon application at the office of the Corporation during business hours and he or she shall, in general, perform all duties incident to the office of Secretary subject to the control of the Board. Section Treasurer. The Treasurer shall have custody of all the funds and securities of the Corporation which come into his or her hands. When necessary or proper, he or she may endorse, on behalf of the Corporation, for collection, checks, notes and other obligations and shall deposit the same to the credit of the Corporation in such bank or banks or depositories as shall be designated in the manner prescribed by the Board; he or she may sign all receipts and vouchers for payments made to the Corporation, either alone or jointly with such other officer as is designated by the Board; whenever required by the Board, he or she shall render a statement of his or her cash account; he or she shall enter or cause to be entered regularly in the books of the Corporation to be kept by him or her for that purpose full and accurate accounts of all moneys received and paid out on account of the Corporation; and he or she shall perform all acts incident to the position of Treasurer subject to the control of the Board. Section Compensation and Staff. Officers who are DART directors or employees or who occupy a government office of emolument (as defined under Tex. Const. art XVI, 40) are not entitled to compensation. Staff functions for the Corporation may be performed by DART staff, as directed by the DART President/Executive Director, and the Corporation shall pay the costs for such services as from time to time shall be billed to the Corporation by DART. Section Officer's Liability. No officer shall be liable to the Corporation for monetary damages for an act or omission in the officer's capacity as an officer, except as is authorized by Texas or Federal law for public officials of a Texas governmental entity. Section Officer's Reliance on Consultant Information. Unless there is an established rule of law to the contrary, an officer shall not be liable if while acting in good faith and with ordinary care, the officer relies on information, opinions, reports, or statements, including financial statements and other financial data, concerning the Corporation or another person that were prepared or presented by: DART; or (a) one or more other officers or employees of the Corporation or employees of (b) legal counsel, public accountants, or other persons as to matters the officer Bylaws 05/27/2014 Page 5

20 Attachment 1 reasonably believes are within the person's professional or expert competence. Section Removal from Office. Any officer may be removed from office at any time, with or without cause, by the Board of Directors. ARTICLE IV BUDGET Section Budget and Fiscal Year. The fiscal year of the Corporation shall commence on October 1 st of each year and end on September 30 th of the following year. At least ninety (90) days prior to October 1 st of each year, the Board shall prepare and adopt a proposed budget of expected revenues and proposed expenditures for the next ensuing fiscal year. The budget shall contain such classifications and shall be in such form as may be prescribed from time to time by the DART Board of Directors. The budget proposed for adoption shall include the projected expenses, and such other budgetary information as shall be required by the DART Board of Directors for their approval and adoption. The budget shall be considered adopted upon formal approval of the DART Board of Directors. ARTICLE V INDEMNIFICATION Section Indemnification: Given that the Corporation has been created as a local government corporation pursuant to the LGC Act and therefore is a Texas governmental unit whose operations are all governmental and not proprietary functions for any purposes, to the maximum extent allowed by Texas law for local governmental entities, the Corporation may indemnify current and former directors, officers, and employees ("Indemnified Person") for acts and/or omissions that occur within the scope and course of their duties with the Corporation. Section Insurance. The Corporation may purchase and maintain insurance, at its expense, to protect itself and any Indemnified Person. Bylaws 05/27/2014 Page 6

21 DRAFT RESOLUTION of the DALLAS AREA RAPID TRANSIT MOBILITY SERVICE, LGC BOARD OF DIRECTORS Appointment of Secretary of the Dallas Area Rapid Transit Mobility Service, LGC WHEREAS, Section 3.01 of the Corporation s Bylaws provides that the Corporation will be served by a president, a vice-president, a secretary, a treasurer, and such other officers as the Board of Directors may from time to time elect or appoint; and WHEREAS, the current Secretary has retired, and it is recommended that Carol Wise be appointed as Secretary of the Corporation. NOW, THEREFORE, BE IT RESOLVED by the Dallas Area Rapid Transit Mobility Service, LGC, Board of Directors that Carol Wise is hereby appointed as Secretary of the Dallas Area Rapid Transit Mobility Service, LGC, for a term commencing on the date hereof and ending on December 31, 2020, or until a replacement officer is appointed. EXECUTED as of this 9th day of April, DIRECTORS: Sue S. Bauman Chair Gary C. Thomas Vice-Chair Gary Slagel Secretary Todd Plesko Carol Wise

22 Agenda Item No. 5 Agenda Report Dallas Area Rapid Transit Mobility Service, LGC Attachment: 1. FY 2018 Financial and Operating Performance Update DATE: April 9, 2019 SUBJECT: Review of FY 2018 Financial and Operating Performance Update RECOMMENDATION This is a briefing item. No action is required at this time. BUSINESS PURPOSE The purpose of this item is to review the financial and operating performance update for FY A summary for revenues, expenses, and ridership for this period is included as Attachment 1. LGC FY18 Fin-Op Perf /5/ :03 AM

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30 Agenda Item No. 6 Agenda Report Dallas Area Rapid Transit Mobility Service, LGC Attachment: 1. FY 2019 Financial & Operating Update as of 12/31/18 DATE: April 9, 2019 SUBJECT: Review of FY 2019 Financial and Operating Performance Update as of December 31, 2018 RECOMMENDATION This is a briefing item. No action is required at this time. BUSINESS PURPOSE The purpose of this item is to review the FY 2019 financial and operating performance report as of December 31, A summary of revenues, expenses, and ridership for this period is included as Attachment 1. LGC FY19 Fin-Op Perf /5/ :10 AM

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