Bob Williams, Lanny Slaughter, Dick Hutchinson, Calvin Harris, Baxter Strain, Jack Harrington and Bill Guion

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FINAL MINUTES OF THE MARCH 21, 2013, SPECIAL MEETING OF THE MADISON COUNTY ECONOMIC DEVELOPMENT AUTHORITY HELD AND CONDUCTED ON THE 21 ST DAY OF MARCH 2013, AT 7:30 A.M. IN THE MCEDA CONFERENCE ROOM OF THE MCEDA OFFICES AT 623 HIGHLAND COLONY PARKWAY, RIDGELAND, MISSISSIPPI The special meeting of the Madison County Economic Development Authority was conducted on the 21 st day of March, 2013, at 7:30 a.m. in the MCEDA office at 623 Highland Colony Parkway, Ridgeland, MS. Members Present: Bob Williams, Lanny Slaughter, Dick Hutchinson, Calvin Harris, Baxter Strain, Jack Harrington and Bill Guion Also present were Tim Coursey, Lenita Knight, Danielle Winningham and Attorney Andy Clark. Guests: Rudy Warnock, Paul Griffin, John Bell Crosby, Tim Johnson and Jan Collins At 7:38 a.m., Chairman Slaughter announced that the members present constituted a quorum and declared the meeting duly convened and directed that the notice for the meeting be filed with the minutes. Mr. Harris made a motion to approve the agenda as presented. After a second by Mr. Harrington the motion was unanimously approved. Mr. Harrington made a motion to approve the minutes for the February 14, 2013 MCEDA Board meeting. After a second by Mr. Harris the motion was unanimously approved. Ms. Jan Collins provided an update for the Madison County Business League. Ms. Collins stated that the League and Legislature event was very successful with over 250 in attendance. Ms. Collins also reported that plans continue for the preparation of the 2013 Youth Leadership Economic Development Day. There are 24 students scheduled to participate. Ms. Collins stated that the Excel by 5 committee is striving to be fully certified by June 2013. There is a town hall meeting scheduled for April 3, 2013 at Sacred Heart. Ms. Collins stated that Jackson State University is one of the newest members of the MCBL.

Page 2 Mr. Guion made a motion to approve the Financial Repot as presented. After a second by Mr. Harris the motion was unanimously approved There was a motion by Mr. Harrington and second by Mr. Strain to go into closed session for the purpose of discussing the need for an Executive Session to address possible land sales. The motion passed unanimously. There was then a discussion of the need to go into Executive Session to consider the aforementioned, at the conclusion of which there was a motion by Mr. Hutchinson and a second by Mr. Guion to do so. This motion was adopted unanimously. Chairman Slaughter then opened the meeting to announce publicly that the Board was going into Executive Session to discuss possible land sales. Chairman Slaughter convened an Executive Session for this purpose. Mr. Guion made a motion to adjourn Executive Session. After a second by Mr. Strain, there was a unanimous vote to adjourn the Executive Session and reconvene the open session. The following actions taken in Executive Session were then reported by the Chair: Mr. Hutchinson a made a motion that the MCEDA Board requires additional time for inquiry before any decisions are made regarding proposed land project. After a second by Mr. Williams, the motion was unanimously approved. This will require a special MCEDA Board Meeting. Mr. Coursey reported that he has been communicating with Attorney Trudy Allen with Butler Snow. Mr. Coursey stated that they have discussed how MCEDA and the county might benefit from developing and adopting an incentives package model. Mr. Coursey stated that Ms. Allen could aid in drafting an incentives package. This incentives package will be especially important to have with the establishment of the new mega site in Madison County Once the proposed incentive package is completed, this plan would be taken to the Madison County Board of Supervisors for approval and support. Mr. Coursey stated that the 2013 Southern Automotive Conference will be held October 2-4, 2013 in Biloxi, MS. Mr. Coursey presented conference sponsorship options for the Board to review. Mr. Hutchinson made a motion to approve the MCEDA Board sponsorship of the 2013 Southern Automotive Conference in the amount of $5,000.00 and the Golf conference in the amount of $10,000.00. After a second by Mr. Williams the motion was unanimously approved.

Page 3 Mr. Coursey provided an update on the USDA MCCFC loan denial appeal. MCEDA was represented by Attorney Andy Clark. Mr. Coursey stated that MCEDA will now wait to hear from the agency regarding the decision. Ms. Winningham provided an update on the Panther Creek mega site. Ms. Winningham stated that the qualification process with Entergy is complete. MCEDA along with Entergy and MDA will host a mega site announcement on April 10 th at 10:00 am at the site. MS. Winningham stated that there will be a site location meeting with CBRE on Tuesday to prepare the presentation. Mr. Coursey stated that an MOU has been signed with MS State as it relates to the Biomedical Collaboration Facility. Mr. Coursey has worked with MDES regarding lease space that they are not currently using at the WIN Center building in Canton. The use of this space would require renovations. Mr. Coursey stated that an EDA grant request may be submitted to complete the necessary renovations. Mr. Coursey provided an update for the Madison County Strategic Plan. Mr. Coursey stated that all sub committees have met and during these meetings a chairperson was selected to lead each committee. Mr. Coursey stated that there will be a monitoring web site available to keep up with the progress of the plan. This website is currently up and running. Mr. Coursey provided an update on the MCEDA Legislation amendment. This effort is still in process. Mr. Coursey stated that MDA is currently finalizing some details and then will present on MCEDA s behalf to the legislature. Mr. Coursey stated that there is a need for MCEDA representation on the Parkway East PID Board. It is suggested that a letter from the Madison County Board of Supervisors should be received requesting this appointment before any further actions are taken. Mr. Harris stated that the MCEDA Board should consider giving themselves a hard deadline date for locating, building or securing permanent office space for MCEDA. It is the sense of the MCEDA Board that potential building sites and available buildings should be presented during the April and May 2013 MCEDA Board meetings. Attorney Andy Clark provided an update for legal counsel. Attorney Clark reiterated the efforts mentioned earlier regarding the USDA appeal. Attorney Clark also stated that he has settled issues relating to the property sales to Terra Properties at Gluckstadt. This places property out of the right of way and into MCEDA possession.

Page 4 Ms. Winningham provided an Existing Industry update. MS Winningham reported that the Operation JumpStart Entrepreneur initiative will graduate the first class on Thursday, March 21 at 6:00pm. Ms. Winningham stated that industry visits will continue. Most recently, the Existing Industry Committee visited the MS Alcohol Beverage Control Warehouse, Cathead Vodka and Tower Automotive. The next Existing Industry Committee meeting is scheduled for March 27 at Holmes Community College. Ms. Winningham also provided a marketing update. Ms. Willingham will attend the SEDC Meet the Consultants event in Atlanta, GA, April 2and 3. Ms. Winningham anticipates additional travel to include corporate visits with MDA and MMA. Ms. Knight provided a Community Development update. Ms. Knight continues to work on the Canton Chamber Main Street Board. Ms. Knight recently attended the State of the City address for the City of Canton. Ms. Knight hosted the Madison County Human Resources meeting where Terry Hodges with Mississippi Department of Employment Security served as the speaker. Mr. Hodges shared information on the MS Careers of Tomorrow program specific to the engineering and information technology fields. Ms. Knight reported that she continues to participate with Leadership Madison County, Excel by 5, Madison County Creative Economy Committee, Madison County Strategic Plan and Operation JumpStart and Madison County Youth Leadership. Ms. Knight also reported that a mode of communication has been established with concerned citizens of the Northeast Madison County area. This effort will allow MCEDA to communicate viable information that might benefit the residents in this area of A Madison County. Mr. Coursey provided an administrative report regarding the units at the152 Watford Parkway Drive location. Mr. Coursey stated that the air conditioning in the main area of the WIN Center is in need of repair. Fortunately a surplus unit was able to be used for parts for the existing unit. Mr. Coursey stated that the units need to be replaced and further suggested that the focus of replacement begin with the units in the areas with the most stress. Ultimately all the units are in need of replacement. Mr. Williams made a motion to approve a budget of $200,000.00 for the replacement and maintenance of the HVAC systems at the 152 Watford Parkway location. After a second by Mr. Harris the motion was unanimously approved.

Page 5 There was a motion by Mr. Guion and second by Mr. Williams to go into closed session for the purpose of discussing the need for an Executive Session to address personnel. The motion passed unanimously. There was then a discussion of the need to go into Executive Session to consider the aforementioned, at the conclusion of which there was a motion by Mr. Harris and a second by Mr. Strain to do so. This motion was adopted unanimously. Chairman Slaughter then opened the meeting to announce publicly that the Board was going into Executive Session to discuss possible land sales. Chairman Slaughter convened an Executive Session for this purpose. Mr. Harris made a motion to adjourn Executive Session. After a second by Mr. Strain, there was a unanimous vote to adjourn the Executive Session and reconvene the open session. The following actions taken in Executive Session were then reported by the Chair: Mr. Hutchinson made a motion to approve a salary increase for Danielle Winningham to effective April 1, 2013. After a second by Mr. Williams, the motion was unanimously approved. At 11:00, upon a motion made by Mr. Guion, seconded by Mr. Harris and unanimously adopted, the meeting was adjourned. ATTEST: Lanny Slaughter, Chairman Richard Hutchinson, Secretary-Treasurer