SECTION 53.131. Pollution Control Bond Issue and Waste Disposal Issues

The following are the minimum requirements for statutory compliance and documentary composition of transcripts prerequisite to approval of pollution control bond issues and waste disposal issues:

(1) state regulatory agency certifications, as applicable to the particular issue:

(A) Texas Air Control Board;

(B) Texas Water Quality Board;

(C) Texas Water Rights Commission;

(2) proceedings of all parties authorizing execution of basic financing documents by specified officers;

(3) fully executed basic financing documents (including, at least, issuer's bond resolution, order, or ordinance, and agreement between issuer and company, binding company to pay all debt requirements on bonds and to hold issuer harmless from all costs and liabilities in any manner relating to the facilities and bonds);

(4) official statement and notice of sale, if any;

(5) executed bond purchase agreement, if any;

(6) signature identification and no-litigation certificate for issuer;

(7) signature identification certificates for all other persons executing transcript documents;

(8) issuer certifications:

(A) incumbency;

(B) incorporation or creation;

(C) facilities to be located wholly within boundaries of issuer, or "in and out" if applicable, pursuant to Texas Civil Statutes, Article 4477-5a;

(D) facilities not "existing facilities," pursuant to Texas Civil Statutes, Article 4477-51a;

(E) nonencumbrance;

(9) proof of corporate authority of company:

(A) copies certified of all current corporate charters;

(B) copy of certified current bylaws of contracting corporations;

(C) original certificate from appropriate state official of state of incorporation evidencing incorporation, continued corporate existence, and good standing;

(D) original certificate of the secretary of state of Texas evidencing authority of the corporation to do business in Texas, if a foreign corporation;

(E) original certificate of corporate tax good standing from appropriate official of state of incorporation, if a foreign corporation;

(F) original certificate of corporate franchise tax good standing from Comptroller of Public Accounts of the State of Texas;

(G) telegram from appropriate state official of state of incorporation, dated the date of attorney general's approval of the issue, evidencing continued corporate existence and good standing in state of incorporation, if corporation net assets are less than $10 million;

(H) telegram from the secretary of state of Texas evidencing no change in corporate authority to do business in Texas, dated as of date of attorney general's approval of the issue, if a foreign corporation and if corporation net assets are less than $10 million;

(I) telegram from appropriate state official of state of incorporation evidencing no change in corporate tax status subsequent to certificate dated as of date of attorney general's approval of the issue, if a foreign corporation and if net assets are less than $10 million;

(10) company certifications:

(A) incumbency of all officers and representatives executing transcript documents;

(B) incorporation;

(11) latest audited financial statement for company;

(12) acknowledgment by authorized officer that company is not relieved of any responsibility under Texas Clean Air Act, Regional Waste Disposal Act, or any other federal or state statute, rule, or regulation pertaining to air quality, air pollution, or water quality, as the case may be, during or after construction of the facilities;

(13) affidavit of authorized company representative that facilities are not existing facilities pursuant to Texas Civil Statutes, Article 4477-5a;

(14) opinion of company general counsel addressed to attorney general that company is fully bound and obligated by relevant undertaking;

(15) if city or county is issuer pursuant to Texas Civil Statutes, Article 4477-5a:

(A) certified copy of ordinance or order of authorization for publication of notice of intent to issue bonds;

(B) affidavit of publication of notice of intent in newspaper circulated within the city or the county, as the case may be;

(C) no-referendum certificate;

(16) if bonds are guaranteed by parent company, such parent must furnish all documentation relating to it that must be furnished by primarily liable subsidiary;

(17) if bank is involved as trustee or escrow agent, evidence of its corporate authority so to act must be furnished, together with authority for specified officers to execute transcript documents and signature identification certificates for such bank and such officers;

(18) issuer bond order, ordinance, or resolution must conform to requirements of Texas Civil Statutes, Article 4477-5a, §5, and Texas Water Code, §§25.051-25.066, and shall include a specific statement of the sources of payment of principal, interest, and premiums, if any, and the pledge of such revenue sources, and provide, at least, an interest and sinking fund therefor.

Source Note: The provisions of this §53.131 adopted to be effective January 1, 1976.