SB320

By Senators Singleton and Allen

ENROLLED, An Act,

To amend Sections 23-1-154, 23-1-155, 23-1-156, 23-1-157, and 23-1-158, Code of Alabama 1975, relating to authorization to issue bonds without regard to principal amount for public roadway improvements on terms established by the authority and payable from appropriations received by the authority and amounts paid to the authority from counties, municipalities, public corporations and other governmental entities pursuant to funding agreements with the authority, and other revenues or funds of the authority; authority for municipalities, counties, public corporations and other governmental entities to enter funding agreements with the authority; authorizes the authority to receive donations; and changes in membership of the governing body and officers of the Alabama Highway Authority.

BE IT ENACTED BY THE LEGISLATURE OF ALABAMA:Section 1. Sections 23-1-154, 23-1-155, 23-1-156, 23-1-157, and 23-1-158 of the Code of Alabama 1975, are amended to read as follows:

§23-1-154.

"The applicants named in the application, and their respective successors in office, shall constitute the members of the corporation. The Director of Finance Governor shall be the president of the corporation, the Executive Secretary to the Governor Director of Finance shall be the vice-president of the corporation, the Director of Transportation shall be the secretary of the corporation, and the State Treasurer shall be the treasurer of the corporation and shall act as custodian of its funds. The members of the corporation Governor, the Director of Transportation, the Director of Finance, the State Treasurer, and the Attorney General shall constitute all the members of the board of directors of the corporation, and any three members of the said board of directors shall constitute a quorum for the transaction of business. Should any of said the officials of the state die or should his or her term of office as Governor, Director of Finance, Director of Transportation, Attorney General, or State Treasurer or Executive Secretary to the Governor, as the case may be, expire, or should he or she resign therefrom, his or her successor in office shall take his or her place as a member, officer, and director of the corporation. No member, officer, or director of the corporation shall draw any salary, in addition to that now authorized by law, for any service he or she may render or any duty he or she may perform in connection with the corporation. All proceedings had and done by the board of directors shall be reduced to writing by the secretary of the corporation and recorded in a substantially bound book. Copies of such proceedings, when certified by the secretary of the corporation under the seal of the corporation, shall be received in all courts as prima facie evidence of the matters and things therein certified.

§23-1-155.

"The corporation shall have all of the following powers:

"(1) To have perpetual succession by its corporate name unless sooner dissolved pursuant to Section 23-1-160;.

"(2) To maintain actions and have actions maintained against it and to prosecute and defend in any court having jurisdiction of the subject matter and of the parties;.

"(3) To have and to use a corporate seal and to alter the same at pleasure;.

"(4) To construct, reconstruct, and relocate, or to cause to be constructed, reconstructed, and relocated, public roads, and bridges, and approaches thereto, tunnels, and other public roadway improvements, including work incidental or related thereto, in the State of Alabama;.

"(5) To acquire by purchase, gift or condemnation or any other lawful means and to convey, or cause to be conveyed, to the State of Alabama any real, personal, or mixed property or materials necessary or convenient in connection with the construction, reconstruction, or relocation of public roads, and bridges and approaches thereto, tunnels and other public roadway improvements in the State of Alabama or the reconstruction or relocation of public roads and bridges in said state;.

"(6) To exercise the right of eminent domain as freely and completely as, and in the same manner that, the State of Alabama is empowered to exercise such right;.

"(7) To borrow money for its corporate purposes and, in evidence of such borrowing, to sell and issue its bonds and to refund any thereof by the issuance of refunding bonds (any such bonds, including refunding bonds, being collectively referred to in this article as "bonds");.

"(8) As security for payment of the principal of and the interest on its bonds, to pledge the proceeds of the appropriations and pledges provided for in this article; and To receive and accept aid, grants, funds, gifts, donations, contributions, and appropriations from any source, whether governmental or nongovernmental, of either money, revenues, appropriations, real or personal property, labor, or other things of value, and to pledge such amounts as security for payment of the principal of and the interest on bonds of the corporation.

"(9) To appoint and employ such officers, attorneys and agents as the business of the corporation may require.

"(10) To make and enter into contracts and agreements necessary for, or incidental to, the performance of its duties and the execution of its powers under this article, including contracts and agreements for professional services deemed necessary for such purposes by the corporation. In addition to and in conjunction with other authority to enter into contracts as may be provided by law, the corporation may enter into contracts, agreements, or understandings with, but not limited to, individuals, corporations, partnerships, limited liability companies, or other private parties; public or private partnerships, or both, or other similar joint ventures; or the federal government, any department, agency, governmental or quasi-governmental body, public corporation, instrumentality, or subdivision of the United States, the State of Alabama, or any other state of the United States, or any agency, governmental or quasi-governmental body, instrumentality, or subdivision thereof for the construction, reconstruction, or relocation of any public road, bridge and approaches thereto, tunnel, other public roadway improvements, and work incidental or related thereto in the State of Alabama.

"(11) To make and enter into any agreement or agreements with any municipality, county, or public corporation in the state described in subsection (k) of Section 23-1-157.

§23-1-156.

"All contracts of the corporation for the construction, reconstruction and relocation of public roads, and bridges and approaches thereto, tunnels, other public roadway improvements, and work incidental or related thereto and the acquisition of property necessary therefor, shall be in writing, shall be subject to the rules and regulations and shall be let under the supervision of the State Department of Transportation and shall be subject to approval by the Governor and by the State Department of Transportation. All work provided for in any such contract shall be supervised by the State Department of Transportation or as otherwise provided through agreement with the Department of Transportation. All persons engaged in the supervision or performance of any such work of construction, reconstruction, or relocation that may be done by the corporation without the award of a contract therefor shall be employees of the State Department of Transportation or as otherwise provided through agreement with the Department of Transportation. The corporation shall make and enforce all reasonable rules and regulations not inconsistent with the terms of this article or the laws of the State of Alabama as may in its opinion be proper and suitable for the protection of said roads, bridges, and approaches thereto, tunnels, and other public roadway improvements and appurtenances and for the safety of the traveling public. Any property acquired by the corporation by purchase, condemnation or otherwise shall be forthwith conveyed to the State of Alabama. All roads and bridges constructed by the corporation shall constitute part of the public highway system in the state or as otherwise provided through agreement with the department.

§23-1-157.

"(a) The bonds of the corporation shall be signed by its president or vice president and attested by its secretary, and all interest coupons applicable to such bonds shall be signed by the president; provided, that a facsimile of the signature of one, but not of both, of said the officers may be imprinted or otherwise reproduced on any such bonds in lieu of their being manually signed and a facsimile of the president's signature may be imprinted or otherwise reproduced on any such interest coupons in lieu of their being manually signed his or her signing the same. The seal of the corporation shall be affixed to such bonds; provided, that a facsimile of said the seal may be imprinted or otherwise reproduced on any such bonds in lieu of being manually affixed thereon.

"(b) Any bonds of the corporation may be executed and delivered at any time and from time to time, shall be in such form and denominations and of such tenor and maturities, shall bear such rate or rates of interest payable and evidenced in such manner, may contain provisions for redemption prior to maturity and may contain other provisions not inconsistent with this article, all as may be provided by the resolution of the board of directors whereunder such bonds are authorized to be issued; provided, that no bond of the corporation shall have a specified maturity date later than 20 30 years after its date. Any bond of the corporation having a specified maturity date more than five years after its date shall be made subject to redemption at the option of the corporation at the end of the fifth year after its date and on any interest payment date thereafter under such terms and conditions as may be provided in the resolution under which such bond is authorized to be issued.

"(c) Bonds of the corporation may be sold from time to time as the board of directors may deem advantageous; provided, that the aggregate principal amount of bonds of the corporation which may be issued under this article shall be limited to $50,000,000.00, but the said limitation shall not apply to refunding bonds which may be issued under this article and also shall not apply to bonds of the corporation which may be issued under any other act which may at any time be enacted; provided further, that no bonds shall be issued under this article by the corporation in any instance where the aggregate of the principal thereof and interest thereon maturing during any fiscal year of the State of Alabama, when added to the total principal and interest maturing during the same fiscal year with respect to all bonds of the corporation then outstanding, if any there be, including bonds issued under this article and any other bonds of the corporation, exceeds 50 percent of the sum of, in the case of bonds issued during either of the fiscal years ending September 30, 1955, and September 30, 1956, one ninth of the proceeds of the gasoline excise tax levied under Section 40-17-31, collected by the State of Alabama during the fiscal year ending September 30, 1954, or, in the case of bonds issued during any fiscal year ending subsequent to September 30, 1956, two twenty-firsts of the proceeds of the gasoline excise tax levied under Section 40-17-31, collected by the State of Alabama during the fiscal year next preceding the fiscal year during which such bonds shall be issued without limit as to principal amount.

"(d) Bonds of the corporation must may be sold only at public or private sale, either on sealed bids or at public auction,. If at public sale, the bonds may be sold only to the bidder whose bid reflects the lowest net interest cost to the corporation for the bonds being sold, computed to their respective maturities, in such a manner and at such price or prices and at such time or times as may be determined by the board of directors to be most advantageous; provided, that if no bid acceptable to the corporation is received, it may reject all bids. Notice of each such sale shall be given by publication in either a financial journal or a financial newspaper published in the City of New York, New York, and also by publication in a newspaper published in the State of Alabama which is customarily published not less than six days during each calendar week, each of which notices must be published at least one time not less than 10 days prior to the date fixed for the sale. The board of directors may fix the terms and conditions under which each such sale may be held; provided, that none of the bonds may be sold for a price less than the face value thereof and provided, further, that such terms and conditions shall not conflict with any of the requirements of this article.

"(e)(d) Subject to the provisions and limitations contained in this article, the corporation may, from time to time, sell and issue refunding bonds for the purpose of refunding any matured or unmatured bonds of the corporation issued under this article and then outstanding.

"(f)(e) Approval by the Governor of Alabama of the terms and conditions under which any bonds of the corporation may be issued shall be requisite to their validity. Such approval shall be entered on the minutes of the respective meetings of the board of directors at which the bonds are authorized and shall be signed by the Governor. Such approval by the Governor may be shown on any such bonds by his facsimile signature when authorization thereof is contained in the said approval signed by him.

"(g)(f) The corporation may pay out of the proceeds from the sale of its bonds all expenses, including fees of fiscal agents and attorneys, the fees of financial advisors, and other charges, which said the board of directors may deem necessary and advantageous in connection with the issuance of such bonds. Bonds issued by the corporation under this article shall not be general obligations of the corporation, but shall be payable solely out of the funds appropriated and pledged therefor, out of funds received by the corporation under any agreement or agreements with one or more municipalities, counties, or public corporations in the state, or out of such other funds or revenues as the corporation is permitted to use for such purpose.

"(h)(g) As security for the payment of the principal of and interest on any bonds issued by it under this article the corporation is hereby authorized and empowered to pledge for payment of said the principal and interest the funds that are appropriated and pledged for payment of said the principal and interest, and any amounts received by the corporation under any agreement or agreements with one or more municipalities, counties, or public corporations in the state. All such pledges made by the corporation shall take precedence in the order of the adoption of specified in the resolutions containing such pledges. All contracts made and all bonds issued by the corporation pursuant to the provisions of this article shall be solely and exclusively obligations of the corporation and shall not be an obligation or debt of the State of Alabama. Bonds issued by the corporation under this article shall be construed to be negotiable instruments although payable solely from a specified source as provided in this article.

"(i)(h) All bonds issued by the corporation and the income therefrom shall be exempt from all taxation in the State of Alabama. Any bonds issued by the corporation may be used by the holder thereof as security for any funds belonging to the state or to any instrumentality or agency of the state in any instance where security for such deposits may be required by law.

"(j)(i) Unless otherwise directed by the court having jurisdiction thereof or by the document that is the source of authority, a trustee, executor, administrator, guardian or one acting in any other fiduciary capacity may, in addition to any other investment powers conferred by law and with the exercise of reasonable business prudence, invest trust funds in bonds of the corporation.

"(k)(j) Neither a public hearing nor consent by the state Department of Finance or any other department or agency shall be a prerequisite to the issuance of bonds of the corporation.

"(k) Each municipality, county, and public corporation in the state may enter an agreement or agreements with the corporation to provide security for payment of principal of and interest on those bonds issued by the corporation and described in the agreement or agreements as the same shall respectively come due, and under which agreement or agreements the municipality, county, or public corporation may undertake the obligation to pay amounts to the corporation sufficient to provide for payment of such principal and interest, and agree to pledge for payment of such amounts those sources of revenue or funds of the municipality, county, or public corporation that may be lawfully pledged thereby for such purpose.

§23-1-158.

"(a) The proceeds of all bonds, other than refunding bonds, issued by the corporation, remaining after paying the expenses of their issuance, shall be turned in to the Treasury, shall be carried in the Public Road and Bridge Account or shall be deposited into such account or accounts as specified in the resolution of the board of directors whereunder such bonds are authorized to be issued, and shall be subject to be drawn on by the corporation, upon the approval of the State Department of Transportation and the Governor, but solely for the purpose of constructing, reconstructing, and relocating public roads, and bridges and approaches thereto, tunnels, other public roadway improvements, or work incidental or related thereto, in the State of Alabama, including the acquisition of property necessary for such construction, reconstruction, and relocation and incidental and related work; provided, that if such. If action shall be is necessary in order to comply with any federal legislation relating to federal aid in construction of roads, the corporation may authorize the State Department of Transportation to expend directly any portion of such proceeds for constructing, reconstructing and relocating such roads, and bridges and approaches thereto, tunnels, other public roadway improvements, or work incidental or related thereto. The proceeds from the sale of any refunding bonds of the corporation remaining after paying the expenses of their issuance shall be used only for the purpose of refunding the principal of outstanding bonds of the corporation and of paying any premium that may be necessary to be paid in order to redeem or retire the bonds to be refunded.

"(b) Proceeds from the sale of any bonds may be invested in permitted investments pending their disposition. As used in this subsection, permitted investments shall mean:

"(1) Any bonds or other obligations which as to principal and interest constitute direct obligations of, or are unconditionally guaranteed by, the United States of America, including obligations of any federal agency to the extent such obligations are unconditionally guaranteed by the United States of America and any certificates or any other evidences of an ownership interest in such obligations of, or unconditionally guaranteed by, the United States of America or in specified portions thereof (which may consist of the principal thereof or the interest thereon).

"(2) Bonds, debentures, notes, or other evidences of indebtedness issued by any of the following agencies: Bank for Cooperatives; Federal Intermediate Credit Banks; Federal Financing Bank; Federal Home Loan Banks; Federal Farm Credit Bank; Export-Import Bank of the United States; Federal Land Banks; or Farmers Home Administration or any other agency or corporation which has been or may hereafter be created by or pursuant to an act of the Congress of the United States as an agency or instrumentality thereof.

"(3) Bonds, notes, pass through securities, or other evidences of indebtedness of Government National Mortgage Association and participation certificates of Federal Home Loan Mortgage Corporation.

"(4) Full faith and credit obligations of any state, provided that at the time of purchase such obligations are rated at least "AA" by Standard and Poor's Ratings Group and at least "Aa" by Moody's Investors Service.

"(5) Public housing bonds issued by public agencies or municipalities and fully secured as to the payment of both principal and interest by contracts with the United States of America, or temporary notes, preliminary notes, or project notes issued by public agencies or municipalities, in each case fully secured as to the payment to both principal and interest by a requisition or payment agreement with the United States of America.

"(6) Time deposits evidenced by certificates of deposit issued by banks or savings and loan associations which are members of the Federal Deposit Insurance Corporation, provided that, to the extent such time deposits are not covered by federal deposit insurance, such time deposits (including interest thereon) are fully secured by a pledge of obligations described in subdivisions (1), (2), (3), and (5), which at all times have a market value not less than the amount of such bank time deposits required to be so secured and which meet the greater of 100 percent collateralization or the "AA" collateral levels established by Standard and Poor's Ratings Group for structured financings.

"(7) Repurchase agreements for obligations of the type specified in subdivisions (1), (2), (3), and (5), provided such repurchase agreements are fully collateralized and secured by such obligations which have a market value at least equal to the purchase price of such repurchase agreements which are held by a depository satisfactory to the State Treasurer in such manner as may be required to provide a perfected security interest in such obligations, and which meet the greater of 100 percent collateralization or the "AA" collateral levels established by Standard and Poor's Ratings Group for structured financings.

"(8) Uncollateralized investment agreements with, or certificates of deposit issued by, banks or bank holding companies, the senior long-term securities of which are rated at least "AA" by Standard and Poor's Ratings Group and at least "Aa" by Moody's Investors Service."

Section 2. All laws or parts of laws which conflict with this act are repealed.

Section 3. The provisions of this act are severable. If any part of this act is declared invalid or unconstitutional, that declaration shall not affect the part which remains.

Section 4. This act shall become effective immediately following its passage and approval by the Governor, or its otherwise becoming law.

Highway Authority

Highways, Roads, and Bridges

Bonds

Authorities

Counties

Municipalities

Code Amended