MINUTES OF REGULAR MEETING

OF UPTOWN DEVELOPMENT AUTHORITY

April 24, 2013

The Board of Directors of the Uptown Development Authority (the “Authority”) met in regular session, open to the public, on April 24, 2013, at 3:00 p.m. at 1980 Post Oak Blvd., Suite 1580, Houston, Texas 77056. The roll was called of the members of the Board, to wit:

Dot Cunningham / Director
Kendall A. Miller / Secretary/Treasurer
Martin Debrovner / Chairman
Judson Robinson, III / Director
Janice Hale-Harris / Director
Lisa Simon / Director
Marvin Kaplan / Director
Louis Sklar / Vice Chairman
Urban F. O’Brien, III / Director

and all of the above were present except Directors Hale-Harris, Robinson and O’Brien, thus constituting a quorum.

Also present were John Breeding, Stephen Wood, Robert Taube, Betsy Kirkgard, Delia Mizwa and Shannon Daniels, staff members of Harris County Improvement District No. 1 (the “District”); Bob Ethington and Lauren Anderson, contract workers for the District; Rod Smith, consultant to the District; Patty Bender, Steven D. Lerner, Mary Catherine Miller, John Mooz, Kerr Taylor and Ed Wulfe, Directors of the District; Ralph De Leon of the City of Houston (the “City”); James Vick of SWA Group; Margarita J. Dunlap, Community Outreach Representative, Service Design and Development, for the Metropolitan Transit Authority (“METRO”); and Yvonne Onak of Allen Boone Humphries Robinson LLP.

CALL TO ORDER

Chairman Miller of the District and Chairman Debrovner of the Authority called a joint meeting of the District and Authority Boards of Directors to order at 3:00 p.m.

UPDATE ON EXTENSION / EXPANSION OF THE UPTOWN TIRZ

Mr. Breeding updated the Board on the City Council hearing on the Fourth Amended Project Plan and Reinvestment Zone Financing Plan (the “Fourth Amended Plan”) for Reinvestment Zone No. Sixteen (the “Uptown TIRZ”). He said that the City Council will vote on May 1, 2013, whether to consent to the Fourth Amended Plan, which will allow for the annexation of Memorial Park and other properties to the boundaries of the Uptown TIRZ, as well as the restoration and conservation of the park and the extension of the life of the Uptown TIRZ from 2029 to 2040. The Board took no action on this matter.

STATUS OF FEDERAL GRANTS

Mr. Breeding discussed the various steps and the timetable to acquire federal transportation grants to be used for new roads and streets and, in particular, the dedicated bus lanes project along Post Oak Boulevard and the proposed Westpark Transit Center. Mr. Breeding said that the Uptown project was the eighth highest scoring project on the list of the Transportation Improvement Program Subcommittee of the Houston-Galveston Area Council (the “H-GAC”). He said that the project was considered by the H-GAC’s Technical Advisory Committee and was placed in a group to be reconsidered in 30 to 60 days. Mr. Breeding discussed additional potential funding sources for the project. The Board took no action on this matter.

TREE PRESERVATION STRATEGY

Mr. Vick gave a presentation on the strategy for preserving the trees along Post Oak Boulevard in connection with the construction of the dedicated bus lanes. He said that the strategy includes understanding the current tree inventory so that damaged trees can be removed and saving as many of the existing trees as possible by relocating them either temporarily or permanently. He said that options may include cutting down all 435 trees and planting 1,000 new ones or preserving the existing trees and planting 565 new ones. Mr. Vick discussed the costs of the options. The Board took no action on this matter.

UPDATE ON DISTRICT’S OFFICE SPACE

This item was tabled.

At this point District Directors Bender, Lerner, Mooz, Taylor and Wulfe left the meeting.

APPROVE MINUTES OF THE MARCH 27, 2013 MEETING

The Board considered approving the minutes of the March 27, 2013 meeting of the Board. Director Kaplan moved that the minutes be approved. Director Simon seconded the motion, which passed unanimously. A copy of the minutes of the March 27, 2013 meeting is attached.

RECEIVE COMMENTS OR QUESTIONS FROM THE PUBLIC

There were no comments or questions from the public.

APPROVE INVOICES

Mr. Breeding presented to the Board a list of current invoices from February, 2013 through March, 2013, in the amount of $146,891.74. After discussion, Director Miller moved that the Board approve payment of the invoices. Director Kaplan seconded the motion, which passed unanimously. A copy of the list of invoices is attached.

The Board reviewed and discussed the cumulative total of MWDBE expenditures through April, 2013 and the expenditures for the current fiscal year to date. The Board then reviewed trend graphs of MWBDE Professional and Construction Services from July, 2012 through March, 2013.

JOINT FUNDING OF WEST LOOP BUS LANES

Mr. Breeding discussed the goal of bus lanes along the West Loop and the participation of the Uptown TIRZ in the design and funding of the project. He said that the project needs the support of the Texas Department of Transportation (“TxDOT”). He recommended, as authorized by the Fourth Amended Plan, that the Board authorize participation, in cooperation with METRO and TxDOT, by the Authority in the design, implementation and construction of dedicated bus facilities in the Post Oak Boulevard / IH 610 corridor from the intersection of Post Oak Boulevard to the Northwest Transit Center. After discussion, Director Cunningham moved that the Board approve the Resolution Authorizing Participation in Design and Construction of Dedicated Bus Facilities in the Post Oak Boulevard / IH 610 Corridor, thus authorizing the Authority’s Administrator, staff and consultants to participate in such design, implementation and construction of dedicated bus facilities and the funding of up to half of the cost for said facilities, including design costs, not to exceed $20,000,000. Director Miller seconded the motion, which passed unanimously. A copy of the resolution is attached.

ADJOURNMENT

There being no further business, the meeting was adjourned.

Respectfully submitted,

______

Kendall A. Miller

Secretary, Board of Directors

Attachments:

Minutes of the March 27, 2013 Board of Directors Meeting.

List of Invoices

Resolution Authorizing Participation in Design and Construction of Dedicated Bus Facilities in the Post Oak Boulevard / IH 610 Corridor

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