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Crenshaw Project Corporation Board Meeting Agenda*

Location & Date

Metro Board Room, One Gateway Plaza, 3rd Floor, Los Angeles
Thursday, November 13, 2014 9:00 a.m.

Agenda

Call to order:  

Directors:

Eric Garcetti, Chair
Mark Ridley-Thomas, 1st Vice Chair
John Fasana, 2nd Vice Chair
Michael Antonovich
Mike Bonin
Diane DuBois
Jacquelyn Dupont-Walker
Don Knabe
Paul Krekorian
Gloria Molina
Ara J. Najarian
Pam O’Connor
Zev Yaroslavsky
Carrie Bowen, non-voting member

Chief Executive Officer – Arthur T. Leahy
Board Secretary - Michele Jackson
Ethics Officer - Karen Gorman
Acting Inspector General – Karen Gorman
General Counsel - County Counsel

Agenda

1. ADOPT a resolution to authorize the following actions:

A. Adopt amended and restated Bylaws to confirm titles of the officers of Metrowho will serve as officers of the Corporation and to make other changes deemed necessary or desirable;

B. Authorize the Chief Executive Officer (CEO) or other CPC Officers to select and contract with a fiduciary to serve as the Transportation Infrastructure Finance and Innovation Act (TIFIA) Fiscal Agent and to execute and deliver the Collateral Agency Agreement to meet TIFIA Loan requirements;

C. Authorize the CEO or other CPC Officers to select and contract with a fiduciary to serve as the Borrower Fiscal Agent and to execute and deliver the Borrower Fiscal Agency Agreement to meet TIFIA Loan requirements;

D. Authorize the CEO or other CPC Officers to open bank accounts for CPC;

E. Authorize a change in status from a California nonprofit mutual benefit corporation to a California nonprofit public benefit corporation, subject to obtaining TIFIA Lender consent;

F. Authorize filing of Restated Articles of Incorporation once the Corporation receives consent to such change in status in writing from the TIFIA Lender;

G. Authorize changes to the TIFIA Loan Agreement and any agreements relating to the TIFIA Loan Agreement deemed necessary or desirable in connection with the Corporation’s change in status; and

H. Approve the repeal of the Bylaws, and adopt a new form of restated Bylaws to take effect upon the consummation of the Corporation’s change in status.

2. APPROVE Minutes of the Crenshaw Project Corporation Board Meetingheld on September 26, 2013.

3. RECEIVE public comment.

Consideration of items not on the posted agenda, including: items to be presented and (if requested) referred to staff; items to be placed on the agenda for action at a future meeting of the Board; and/or items requiring immediate action because of an emergency situation or where the need to take immediate action came to the attention of the Board subsequent to the posting of the agenda.

COMMENTS FROM THE PUBLIC ON ITEMS OF PUBLIC INTEREST WITHIN BOARD’S SUBJECT MATTER JURISDICTION

ADJOURNMENT

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