Bill Text: MS HB1531 | 2011 | Regular Session | Introduced
Bill Title: Bonds; authorize issuance to pay costs of state parks' construction & renovation & transfer certain responsibilities.
Sponsorship: Partisan Bill (Democrat 1)
Status: (Failed) 2011-02-23 - Died In Committee [HB1531 Detail]
Download: Mississippi-2011-HB1531-Introduced.html
MISSISSIPPI LEGISLATURE
2011 Regular Session
To: Ways and Means
By: Representative Reynolds
House Bill 1531
AN ACT TO AUTHORIZE THE ISSUANCE OF STATE GENERAL OBLIGATION BONDS IN THE AMOUNT OF THIRTY MILLION DOLLARS, TO PROVIDE FUNDS TO PAY THE COSTS ASSOCIATED WITH THE CONSTRUCTION OF NEW STATE PARK FACILITIES AND THE REPAIR AND RENOVATION OF EXISTING STATE PARKS AND STATE PARK FACILITIES WITHIN THE STATE; TO AMEND SECTION 65-1-8, MISSISSIPPI CODE OF 1972, TO PROVIDE THAT BEGINNING ON JULY 1, 2011, THE MISSISSIPPI TRANSPORTATION COMMISSION SHALL ASSUME JURISDICTION AND CONTROL OVER, AND REQUIRE THE MISSISSIPPI DEPARTMENT OF TRANSPORTATION TO BE RESPONSIBLE FOR, CONSTRUCTING, MAINTAINING, REPAIRING AND IMPROVING ALL DRIVEWAYS, ROADWAYS, RIGHTS-OF-WAY, STREETS AND ROADS ON THE GROUNDS OF THE STATE PARKS OF THE STATE; TO PROVIDE THAT THE MISSISSIPPI DEPARTMENT OF WILDLIFE, FISHERIES AND PARKS SHALL NOT BE REQUIRED TO REIMBURSE THE MISSISSIPPI DEPARTMENT OF TRANSPORTATION FOR ANY EXPENDITURES INCURRED IN EFFECTUATING SUCH RESPONSIBILITIES; TO AMEND SECTION 65-1-37, MISSISSIPPI CODE OF 1972, IN CONFORMITY THERETO; TO PROVIDE THAT BEGINNING ON JULY 1, 2011, ANY CORPORATION FORMED AS AN ELECTRIC POWER ASSOCIATION SHALL ASSUME JURISDICTION AND CONTROL OVER ELECTRIC ENERGY SERVICES WITHIN ANY STATE PARK LOCATED IN THAT CORPORATION'S SERVICE AREA, TERRITORY OR SYSTEM; TO PROVIDE THAT THE MISSISSIPPI DEPARTMENT OF WILDLIFE, FISHERIES AND PARKS SHALL NOT BE REQUIRED TO PAY ANY FEES TO THE APPLICABLE CORPORATION FOR PROVIDING SUCH ELECTRIC ENERGY SERVICES; TO AMEND SECTIONS 77-5-215, 77-5-221, 77-5-225, 77-5-231, 77-5-235 AND 77-5-237, MISSISSIPPI CODE OF 1972, IN CONFORMITY THERETO; AND FOR RELATED PURPOSES.
BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF MISSISSIPPI:
SECTION 1. (1) As used in this section, the following words shall have the meanings ascribed herein unless the context clearly requires otherwise:
(a) "Accreted value" of any bond means, as of any date of computation, an amount equal to the sum of (i) the stated initial value of such bond, plus (ii) the interest accrued thereon from the issue date to the date of computation at the rate, compounded semiannually, that is necessary to produce the approximate yield to maturity shown for bonds of the same maturity.
(b) "State" means the State of Mississippi.
(c) "Commission" means the State Bond Commission.
(2) (a) (i) A special fund, to be designated as the "2011 Mississippi State Parks Construction, Capital Improvements, Repair and Renovation Fund," is created within the State Treasury. The fund shall be maintained by the State Treasurer as a separate and special fund, separate and apart from the General Fund of the state. Unexpended amounts remaining in the fund at the end of a fiscal year shall not lapse into the State General Fund, and any interest earned or investment earnings on amounts in the fund shall be deposited into the fund.
(ii) Monies deposited into the fund shall be disbursed, in the discretion of the Mississippi Department of Wildlife, Fisheries and Parks, to pay the costs associated with the construction of new state park facilities and the repair, renovation, reconstruction, upgrading and capital improvement of existing state parks and state park facilities within the state.
(b) Amounts deposited into the special fund shall be disbursed to pay the costs of the projects described in paragraph (a) of this subsection. Promptly after the commission has certified, by resolution duly adopted, that the projects described in paragraph (a) of this subsection shall have been completed, abandoned, or cannot be completed in a timely fashion, any amounts remaining in such special fund shall be applied to pay debt service on the bonds issued under this section, in accordance with the proceedings authorizing the issuance of such bonds and as directed by the commission.
(c) The expenditure of monies deposited into the special fund shall be under the supervision and direction of the Mississippi Department of Wildlife, Fisheries and Parks, which shall be responsible for ensuring that the monies made available under this section are used in accordance with the provisions of this section and any other applicable laws, rules and regulations. Such expenditures shall be paid by the State Treasurer upon warrants issued by the Department of Finance and Administration, which warrants shall be issued upon requisitions signed by the Executive Director of the Mississippi Department of Wildlife, Fisheries and Parks, or his designee.
(d) In administering the provisions of this section, the Mississippi Department of Wildlife, Fisheries and Parks shall (i) disburse monies from the fund in accordance with the provisions of this section and other applicable law; and (ii) maintain an accurate record of all funds expended under this section.
(3) (a) The commission, at one time, or from time to time, may declare by resolution the necessity for issuance of general obligation bonds of the State of Mississippi to provide funds for all costs incurred or to be incurred for the purposes described in subsection (2) of this section. Upon the adoption of a resolution by the Mississippi Department of Wildlife, Fisheries and Parks, declaring the necessity for the issuance of any part or all of the general obligation bonds authorized by this subsection, the Mississippi Department of Wildlife, Fisheries and Parks shall deliver a certified copy of its resolution or resolutions to the commission. Upon receipt of such resolution, the commission, in its discretion, may act as the issuing agent, prescribe the form of the bonds, determine the appropriate method for sale of the bonds, advertise for and accept bids or negotiate the sale of the bonds, issue and sell the bonds so authorized to be sold and do any and all other things necessary and advisable in connection with the issuance and sale of such bonds. The total amount of bonds issued under this section shall not exceed Thirty Million Dollars ($30,000,000.00).
(b) Proceeds from the sale of the bonds issued under this section shall be deposited in the special fund created in subsection (2) of this section. Any investment earnings on amounts deposited into the special fund created in subsection (2) of this section shall be used to pay debt service on bonds issued under this section, in accordance with the proceedings authorizing issuance of such bonds.
(4) The principal of and interest on the bonds authorized under this section shall be payable in the manner provided in this subsection. Such bonds shall bear such date or dates, be in such denomination or denominations, bear interest at such rate or rates (not to exceed the limits set forth in Section 75-17-101, Mississippi Code of 1972), be payable at such place or places within or without the State of Mississippi, shall mature absolutely at such time or times not to exceed twenty-five (25) years from date of issue, be redeemable before maturity at such time or times and upon such terms, with or without premium, shall bear such registration privileges, and shall be substantially in such form, all as shall be determined by resolution of the commission.
(5) The bonds authorized by this section shall be signed by the chairman of the commission, or by his facsimile signature, and the official seal of the commission shall be affixed thereto, attested by the secretary of the commission. The interest coupons, if any, to be attached to such bonds may be executed by the facsimile signatures of such officers. Whenever any such bonds shall have been signed by the officials designated to sign the bonds who were in office at the time of such signing but who may have ceased to be such officers before the sale and delivery of such bonds, or who may not have been in office on the date such bonds may bear, the signatures of such officers upon such bonds and coupons shall nevertheless be valid and sufficient for all purposes and have the same effect as if the person so officially signing such bonds had remained in office until their delivery to the purchaser, or had been in office on the date such bonds may bear. However, notwithstanding anything herein to the contrary, such bonds may be issued as provided in the Registered Bond Act of the State of Mississippi.
(6) All bonds and interest coupons issued under the provisions of this section have all the qualities and incidents of negotiable instruments under the provisions of the Uniform Commercial Code, and in exercising the powers granted by this section, the commission shall not be required to and need not comply with the provisions of the Uniform Commercial Code.
(7) The commission shall act as issuing agent for the bonds authorized under this section, prescribe the form of the bonds, determine the appropriate method for sale of the bonds, advertise for and accept bids or negotiate the sale of the bonds, issue and sell the bonds so authorized to be sold, pay all fees and costs incurred in such issuance and sale, and do any and all other things necessary and advisable in connection with the issuance and sale of such bonds. The commission is authorized and empowered to pay the costs that are incident to the sale, issuance and delivery of the bonds authorized under this section from the proceeds derived from the sale of such bonds. The commission may sell such bonds on sealed bids at public sale or may negotiate the sale of the bonds for such price as it may determine to be for the best interest of the State of Mississippi. All interest accruing on such bonds so issued shall be payable semiannually or annually.
If such bonds are sold by sealed bids at public sale, notice of the sale shall be published at least one time, not less than ten (10) days before the date of sale, and shall be so published in one or more newspapers published or having a general circulation in the City of Jackson, Mississippi, selected by the commission.
The commission, when issuing any bonds under the authority of this section, may provide that bonds, at the option of the State of Mississippi, may be called in for payment and redemption at the call price named therein and accrued interest on such date or dates named therein.
(8) The bonds issued under the provisions of this section are general obligations of the State of Mississippi, and for the payment thereof the full faith and credit of the State of Mississippi is irrevocably pledged. If the funds appropriated by the Legislature are insufficient to pay the principal of and the interest on such bonds as they become due, then the deficiency shall be paid by the State Treasurer from any funds in the State Treasury not otherwise appropriated. All such bonds shall contain recitals on their faces substantially covering the provisions of this subsection.
(9) Upon the issuance and sale of bonds under the provisions of this section, the commission shall transfer the proceeds of any such sale or sales to the special fund created in subsection (2) of this section. The proceeds of such bonds shall be disbursed solely upon the order of the Mississippi Department of Wildlife, Fisheries and Parks under such restrictions, if any, as may be contained in the resolution providing for the issuance of the bonds.
(10) The bonds authorized under this section may be issued without any other proceedings or the happening of any other conditions or things other than those proceedings, conditions and things which are specified or required by this section. Any resolution providing for the issuance of bonds under the provisions of this section shall become effective immediately upon its adoption by the commission, and any such resolution may be adopted at any regular or special meeting of the commission by a majority of its members.
(11) The bonds authorized under the authority of this section may be validated in the Chancery Court of the First Judicial District of Hinds County, Mississippi, in the manner and with the force and effect provided by Chapter 13, Title 31, Mississippi Code of 1972, for the validation of county, municipal, school district and other bonds. The notice to taxpayers required by such statutes shall be published in a newspaper published or having a general circulation in the City of Jackson, Mississippi.
(12) Any holder of bonds issued under the provisions of this section or of any of the interest coupons pertaining thereto may, either at law or in equity, by suit, action, mandamus or other proceeding, protect and enforce any and all rights granted under this section, or under such resolution, and may enforce and compel performance of all duties required by this section to be performed, in order to provide for the payment of bonds and interest thereon.
(13) All bonds issued under the provisions of this section shall be legal investments for trustees and other fiduciaries, and for savings banks, trust companies and insurance companies organized under the laws of the State of Mississippi, and such bonds shall be legal securities which may be deposited with and shall be received by all public officers and bodies of this state and all municipalities and political subdivisions for the purpose of securing the deposit of public funds.
(14) Bonds issued under the provisions of this section and income therefrom shall be exempt from all taxation in the State of Mississippi.
(15) The proceeds of the bonds issued under this section shall be used solely for the purposes herein provided, including the costs incident to the issuance and sale of such bonds.
(16) The State Treasurer is authorized, without further process of law, to certify to the Department of Finance and Administration the necessity for warrants, and the Department of Finance and Administration is authorized and directed to issue such warrants, in such amounts as may be necessary to pay when due the principal of, premium, if any, and interest on, or the accreted value of, all bonds issued under this section; and the State Treasurer shall forward the necessary amount to the designated place or places of payment of such bonds in ample time to discharge such bonds, or the interest thereon, on the due dates thereof.
(17) This section shall be deemed to be full and complete authority for the exercise of the powers herein granted, but this section shall not be deemed to repeal or to be in derogation of any existing law of this state.
SECTION 2. Section 65-1-8, Mississippi Code of 1972, is amended as follows:
65-1-8. (1) The Mississippi Transportation Commission shall have the following general powers, duties and responsibilities:
(a) To coordinate and develop a comprehensive, balanced transportation policy for the State of Mississippi;
(b) To promote the coordinated and efficient use of all available and future modes of transportation;
(c) To make recommendations to the Legislature regarding alterations or modifications in any existing transportation policies;
(d) To study means of encouraging travel and transportation of goods by the combination of motor vehicle and other modes of transportation;
(e) To take such actions as are necessary and proper to discharge its duties pursuant to the provisions of Laws, 1992, Chapter 496, and any other provision of law;
(f) To receive and provide for the expenditure of any funds made available to it by the Legislature, the federal government or any other source.
(2) In addition to the general powers, duties and responsibilities listed in subsection (1) of this section, the Mississippi Transportation Commission shall have the following specific powers:
(a) To make rules and regulations whereby the Transportation Department shall change or relocate any and all highways herein or hereafter fixed as constituting a part of the state highway system, as may be deemed necessary or economical in the construction or maintenance thereof; to acquire by gift, purchase, condemnation or otherwise, land or other property whatsoever that may be necessary for a state highway system as herein provided, with full consideration to be given to the stimulation of local public and private investment when acquiring such property in the vicinity of Mississippi towns, cities and population centers;
(b) To enforce by mandamus, or other proper legal remedies, all legal rights or rights of action of the Mississippi Transportation Commission with other public bodies, corporations or persons;
(c) To make and publish rules, regulations and ordinances for the control of and the policing of the traffic on the state highways, and to prevent their abuse by any or all persons, natural or artificial, by trucks, tractors, trailers or any other heavy or destructive vehicles or machines, or by any other means whatsoever, by establishing weights of loads or of vehicles, types of tires, width of tire surfaces, length and width of vehicles, with reasonable variations to meet approximate weather conditions, and all other proper police and protective regulations, and to provide ample means for the enforcement of same. The violation of any of the rules, regulations or ordinances so prescribed by the commission shall constitute a misdemeanor. No rule, regulation or ordinance shall be made that conflicts with any statute now in force or which may hereafter be enacted, or with any ordinance of municipalities. A monthly publication giving general information to the boards of supervisors, employees and the public may be issued under such rules and regulations as the commission may determine;
(d) To give suitable numbers to highways and to change the number of any highway that shall become a part of the state highway system. However, nothing herein shall authorize the number of any highway to be changed so as to conflict with any designation thereof as a U.S. numbered highway. Where, by a specific act of the Legislature, the commission has been directed to give a certain number to a highway, the commission shall not have the authority to change such number;
(e) (i) To make proper and reasonable rules, regulations, and ordinances for the placing, erection, removal or relocation of telephone, telegraph or other poles, signboards, fences, gas, water, sewerage, oil or other pipelines, and other obstructions that may, in the opinion of the commission, contribute to the hazards upon any of the state highways, or in any way interfere with the ordinary travel upon such highways, or the construction, reconstruction or maintenance thereof, and to make reasonable rules and regulations for the proper control thereof. Any violation of such rules or regulations or noncompliance with such ordinances shall constitute a misdemeanor;
(ii) Except as otherwise provided for in this paragraph, whenever the order of the commission shall require the removal of, or other changes in the location of telephone, telegraph or other poles, signboards, gas, water, sewerage, oil or other pipelines; or other similar obstructions on the right-of-way or such other places where removal is required by law, the owners thereof shall at their own expense move or change the same to conform to the order of the commission. Any violation of such rules or regulations or noncompliance with such orders shall constitute a misdemeanor;
(iii) Rural water districts, rural water systems, nonprofit water associations and municipal public water systems in municipalities with a population of ten thousand (10,000) or less, according to the latest federal decennial census, shall not be required to bear the cost and expense of removal and relocation of water and sewer lines and facilities constructed or in place in the rights-of-way of state highways. The cost and expense of such removal and relocation, including any unpaid prior to July 1, 2002, shall be paid by the Department of Transportation;
(iv) Municipal public sewer systems and municipal gas systems owned by municipalities with a population of ten thousand (10,000) or less, according to the latest federal decennial census, shall not be required to bear the cost and expense of removal and relocation of lines and facilities constructed or in place in the rights-of-way of state highways. The cost and expense of such removal and relocation, including any unpaid prior to July 1, 2003, shall be paid by the Department of Transportation;
(f) To regulate and abandon grade crossings on any road fixed as a part of the state highway system, and whenever the commission, in order to avoid a grade crossing with the railroad, locates or constructs said road on one side of the railroad, the commission shall have the power to abandon and close such grade crossing, and whenever an underpass or overhead bridge is substituted for a grade crossing, the commission shall have power to abandon such grade crossing and any other crossing adjacent thereto. Included in the powers herein granted shall be the power to require the railroad at grade crossings, where any road of the state highway system crosses the same, to place signal posts with lights or other warning devices at such crossings at the expense of the railroad, and to regulate and abandon underpass or overhead bridges and, where abandoned because of the construction of a new underpass or overhead bridge, to close such old underpass or overhead bridge, or, in its discretion, to return the same to the jurisdiction of the county board of supervisors;
(g) To make proper and reasonable rules and regulations to control the cutting or opening of the road surfaces for subsurface installations;
(h) To make proper and reasonable rules and regulations for the removal from the public rights-of-way of any form of obstruction, to cooperate in improving their appearance, and to prescribe minimum clearance heights for seed conveyors, pipes, passageways or other structure of private or other ownership above the highways;
(i) To establish, and have the Transportation Department maintain and operate, and to cooperate with the state educational institutions in establishing, enlarging, maintaining and operating a laboratory or laboratories for testing materials and for other proper highway purposes;
(j) To provide, under the direction and with the approval of the Department of Finance and Administration, suitable offices, shops and barns in the City of Jackson;
(k) To establish and have enforced set-back regulations;
(l) To cooperate with proper state authorities in producing limerock for highway purposes and to purchase same at cost;
(m) To provide for the purchase of necessary equipment and vehicles and to provide for the repair and housing of same, to acquire by gift, purchase, condemnation or otherwise, land or lands and buildings in fee simple, and to authorize the Transportation Department to construct, lease or otherwise provide necessary and proper permanent district offices for the construction and maintenance divisions of the department, and for the repair and housing of the equipment and vehicles of the department; however, in each Supreme Court district only two (2) permanent district offices shall be set up, but a permanent status shall not be given to any such offices until so provided by act of the Legislature and in the meantime, all shops of the department shall be retained at their present location. As many local or subdistrict offices, shops or barns may be provided as is essential and proper to economical maintenance of the state highway system;
(n) To cooperate with the Department of Archives and History in having placed and maintained suitable historical markers, including those which have been approved and purchased by the State Historical Commission, along state highways, and to have constructed and maintained roadside driveways for convenience and safety in viewing them when necessary;
(o) To cooperate, in its discretion, with the Mississippi Department of Wildlife, Fisheries and Parks in planning and constructing roadside parks upon the right-of-way of state highways, whether constructed, under construction, or planned; said parks to utilize where practical barrow pits used in construction of state highways for use as fishing ponds. Said parks shall be named for abundant flora and fauna existing in the area or for the first flora or fauna found on the site;
(p) Unless otherwise prohibited by law, to make such contracts and execute such instruments containing such reasonable and necessary appropriate terms, provisions and conditions as in its absolute discretion it may deem necessary, proper or advisable, for the purpose of obtaining or securing financial assistance, grants or loans from the United States of America or any department or agency thereof, including contracts with several counties of the state pertaining to the expenditure of such funds;
(q) To cooperate with the Federal Highway Administration in the matter of location, construction and maintenance of the Great River Road, to expend such funds paid to the commission by the Federal Highway Administration or other federal agency, and to authorize the Transportation Department to erect suitable signs marking this highway, the cost of such signs to be paid from state highway funds other than earmarked construction funds;
(r) To cooperate, in its discretion, with the Mississippi Forestry Commission and the School of Forestry, Mississippi State University, in a forestry management program, including planting, thinning, cutting and selling, upon the right-of-way of any highway, constructed, acquired or maintained by the Transportation Department, and to sell and dispose of any and all growing timber standing, lying or being on any right-of-way acquired by the commission for highway purposes in the future; such sale or sales to be made in accordance with the sale of personal property which has become unnecessary for public use as provided for in Section 65-1-123, Mississippi Code of 1972;
(s) To expend funds in cooperation with the Division of Plant Industry, Mississippi Department of Agriculture and Commerce, the United States government or any department or agency thereof, or with any department or agency of this state, to control, suppress or eradicate serious insect pests, rodents, plant parasites and plant diseases on the state highway rights-of-way;
(t) To provide for the placement, erection and maintenance of motorist services business signs and supports within state highway rights-of-way in accordance with current state and federal laws and regulations governing the placement of traffic control devices on state highways, and to establish and collect reasonable fees from the businesses having information on such signs;
(u) To request and to accept the use of persons convicted of an offense, whether a felony or a misdemeanor, for work on any road construction, repair or other project of the Transportation Department. The commission is also authorized to request and to accept the use of persons who have not been convicted of an offense but who are required to fulfill certain court-imposed conditions pursuant to Section 41-29-150(d)(1) or 99-15-26, Mississippi Code of 1972, or the Pretrial Intervention Act, being Sections 99-15-101 through 99-15-127, Mississippi Code of 1972. The commission is authorized to enter into any agreements with the Department of Corrections, the State Parole Board, any criminal court of this state, and any other proper official regarding the working, guarding, safekeeping, clothing and subsistence of such persons performing work for the Transportation Department. Such persons shall not be deemed agents, employees or involuntary servants of the Transportation Department while performing such work or while going to and from work or other specified areas;
(v) To provide for the administration of the railroad revitalization program pursuant to Section 57-43-1 et seq.;
(w) The Mississippi Transportation Commission is further authorized, in its discretion, to expend funds for the purchase of service pins for employees of the Mississippi Transportation Department;
(x) To cooperate with the State Tax Commission by providing for weight enforcement field personnel to collect and assess taxes, fees and penalties and to perform all duties as required pursuant to Section 27-55-501 et seq., Sections 27-19-1 et seq., 27-55-1 et seq., 27-59-1 et seq. and 27-61-1 et seq., Mississippi Code of 1972, with regard to vehicles subject to the jurisdiction of the Office of Weight Enforcement. All collections and assessments shall be transferred daily to the State Tax Commission;
(y) The Mississippi Transportation Commission may delegate the authority to enter into a supplemental agreement to a contract previously approved by the commission if the supplemental agreement involves an additional expenditure not to exceed One Hundred Thousand Dollars ($100,000.00);
(z) (i) The Mississippi Transportation Commission, in its discretion, may enter into agreements with any county, municipality, county transportation commission, business, corporation, partnership, association, individual or other legal entity, for the purpose of accelerating the completion date of scheduled highway construction projects.
(ii) Such an agreement may permit the cost of a highway construction project to be advanced to the commission by a county, municipality, county transportation commission, business, corporation, partnership, association, individual or other legal entity, and repaid to such entity by the commission when highway construction funds become available; provided, however, that repayment of funds advanced to the Mississippi Transportation Commission shall be made no sooner than the commission's identified projected revenue schedule for funding of that particular construction project, and no other scheduled highway construction project established by statute or by the commission may be delayed by an advanced funding project authorized under this paragraph (z). Repayments to a private entity that advances funds to the Mississippi Transportation Commission under this paragraph (z) may not include interest or other fees or charges, and the total amount repaid shall not exceed the total amount of funds advanced to the commission by the entity.
(iii) In considering whether to enter into such an agreement, the commission shall consider the availability of financial resources, the effect of such agreement on other ongoing highway construction, the urgency of the public's need for swift completion of the project and any other relevant factors.
(iv) Such an agreement shall be executed only upon a finding by the commission, spread upon its minutes, that the acceleration of the scheduled project is both feasible and beneficial. The commission shall also spread upon its minutes its findings with regard to the factors required to be considered pursuant to item (iii) of this paragraph (z);
(aa) The Mississippi Transportation Commission, in its discretion, may purchase employment practices liability insurance, and may purchase an excess policy to cover catastrophic losses incurred under the commission's self-insured workers' compensation program authorized under Section 71-3-5. Such policies shall be written by the agent or agents of a company or companies authorized to do business in the State of Mississippi. The deductibles shall be in an amount deemed reasonable and prudent by the commission, and the premiums thereon shall be paid from the State Highway Fund. Purchase of insurance under this paragraph shall not serve as an actual or implied waiver of sovereign immunity or of any protection afforded the commission under the Mississippi Tort Claims Act;
(bb) The Mississippi Transportation Commission is further authorized, in its discretion, to expend funds for the purchase of promotional materials for safety purposes, highway beautification purposes and recruitment purposes;
(cc) To lease antenna space on communication towers which it owns.
(3) In addition to the powers, duties and responsibilities enumerated in subsections (1) and (2) of this section, beginning on July 1, 2011, the Mississippi Transportation Commission shall assume jurisdiction and control over all driveways, roadways, rights-of-way, streets and roads on the grounds of the state parks of the state, and the commission shall require the Mississippi Department of Transportation to be responsible to construct, maintain, repair and improve those driveways, roadways, rights-of-way, streets and roads, including bypasses to connect them with roads on the state highway system. Such state park driveways, roadways, rights-of-way, streets, roads and bypasses shall be public highways and byways under the jurisdiction of the commission and department, and the Mississippi Department of Wildlife, Fisheries and Parks shall not be required to reimburse the Mississippi Department of Transportation for any expenditures incurred in constructing, maintaining, repairing and improving those driveways, roadways, rights-of-way, streets, roads and bypasses.
SECTION 3. Section 65-1-37, Mississippi Code of 1972, is amended as follows:
65-1-37. The Mississippi Transportation Commission is hereby authorized and empowered to have the Mississippi Department of Transportation construct, repair and maintain the driveways and streets on the grounds of the universities and colleges under the jurisdiction of the Board of Trustees of the State Institutions of Higher Learning, state, and/or county supported junior colleges, the state hospitals, and institutions under the jurisdiction of the Board of Trustees of Mental Institutions, the Board of Trustees of the Columbia Training School and the Oakley Youth Development Center, and the Mississippi Schools for the Deaf and Blind, * * * in the manner provided herein, including bypasses to connect said driveways and streets with roads on the state highway system, and the main thoroughfare running east and west through the grounds of the Mississippi Penitentiary, provided said institutions obtain the necessary rights-of-way, said institutions being hereby authorized so to do.
The Transportation Commission and the governing boards of said institutions shall enter into an agreement prior to undertaking any of the work mentioned in the first paragraph of this section, and said agreement shall be based on the Transportation Department's furnishing equipment, equipment operators, skilled labor, supervision, and engineering services, and the governing bodies of the aforementioned institutions shall furnish material, supplies and common labor. This agreement shall further provide for reimbursement of the Mississippi Department of Transportation, in full, for the expenditures incurred in the construction, repair and maintenance of driveways and streets at the institutions hereinabove mentioned, such reimbursement to be made directly to the Mississippi Transportation Commission from the institutions. Upon the execution of an agreement as set out herein, the Mississippi Department of Transportation may provide all the necessary engineering, supervision, skilled labor, equipment, and equipment operators to perform such work.
SECTION 4. (1) Beginning on July 1, 2011, any corporation formed as an electric power association under Article 5, Chapter 5, Title 77, Mississippi Code of 1972, shall assume jurisdiction and control over electric energy services within any state park located in that corporation's service area, territory or system, including the operation and maintenance of electric energy services, transmission lines, transformers, substations and any other electric energy infrastructure and equipment within the park. The corporation shall thenceforth be responsible for providing electric energy services within the applicable park, including the construction, maintenance, repair and improvement of any electric energy infrastructure and equipment within the park.
(2) Under the provisions of this section, the ownership of the electric energy infrastructure, equipment and associated property rights are transferred to, and shall become the property of, the applicable corporation, except that the Department of Wildlife, Fisheries and Parks shall retain ownership or control of any rights-of-way within the applicable park.
(3) The Mississippi Department of Wildlife, Fisheries and Parks shall not be required to pay any fees to the applicable corporation for providing such electric energy services.
SECTION 5. Section 77-5-215, Mississippi Code of 1972, is amended as follows:
77-5-215. A corporation created under this article may amend its certificate of incorporation to change its corporate name, to increase or reduce the number of its directors, or to change any other provisions therein. However, no corporation shall amend its certificate of incorporation to embody therein any purpose, power or provision which would not be authorized if its original certificate including such additional or changed purpose, power or provision were offered for filing at the time a certificate under this section is offered, except that providing of electric energy services under the provisions of Section 4 of this act shall be considered as a purpose, power or provision that is authorized in its original certificate. Such amendment may be accomplished by filing a certificate which shall be entitled and endorsed "certificate of amendment of certificate of incorporation of ____ electric power association," and state:
(a) The name of the corporation, and if it has been changed the name under which it was originally incorporated.
(b) The date of filing the certificate of incorporation in each public office where filed.
(c) The purposes, powers or provisions, if any, to be amended or eliminated and the purposes, powers, or provisions, if any, to be added or substituted.
Such certificate shall be subscribed in the same manner as an original certificate of incorporation by the president or a vice president and by the secretary or an assistant secretary who shall make and annex an affidavit stating that they have been authorized to execute and file such certificate by the votes cast in person or by mail by a majority of the members of the corporation entitled to vote. Such certificate shall be filed in the same places and approved by the same officers as an original certificate of incorporation, and thereupon the amendment shall be deemed to have been effected.
SECTION 6. Section 77-5-221, Mississippi Code of 1972, is amended as follows:
77-5-221. Each corporation formed under the provisions of this article shall have a board of directors, and the powers of the corporation shall be vested in and exercised by such board of directors. The directors of the corporation elected to succeed those named in its certificate of incorporation, as well as the directors elected to succeed those presently serving as directors of corporations previously formed under the provisions of this article, shall be elected annually by the members entitled to vote as follows: one-third (1/3) to be elected for a term of one (1) year, one-third (1/3) for a term of two (2) years, and one-third (1/3) for a term of three (3) years. Thereafter, all directors shall be elected for a term of three (3) years. Only members of a corporation shall be entitled to vote, and the Mississippi Department of Wildlife, Fisheries and Parks, or its designee, shall not be considered a voting member if the corporation is providing electric energy services under the provisions of Section 4 of this act. The directors must be members of the corporation and shall be entitled to reimbursement for expenses incurred by them in the performance of their duties. To qualify as a candidate for director by petition a candidate shall obtain fifty (50) signatures of members of the corporation such candidate wishes to be elected from and each candidate shall be a member of the electric power association on whose board such candidate wishes to serve; however, a corporation shall be empowered, in its discretion, to adopt, through its bylaws, a provision which allows a person to qualify as a candidate for director by petition by obtaining less than fifty (50) signatures. In addition to providing reimbursement for expenses, the board may authorize compensation to be paid such directors for the time actually spent by them in the performance of their official duties. The board shall elect annually from its own number a president and a vice president. All board meetings, unless in executive session, shall be open to any member of a corporation. Any member or customer of a corporation shall be entitled to address the board at any regular meeting regarding any suggestions for better service, grievances or any other matter affecting the corporation. The corporation shall have the right to impose reasonable limitations upon the number of members or customers addressing any one (1) board meeting, the amount of time allotted to each presentation, and also require reasonable notice in advance of the board meeting so that the board may investigate and be able to respond to the presentation.
SECTION 7. Section 77-5-225, Mississippi Code of 1972, is amended as follows:
77-5-225. (1) Except as otherwise provided in this section, the corporate purpose of each corporation formed under the provisions of this article shall be to render service to its members only. Any person may become and remain a member if such person shall use energy supplied by such corporation and shall comply with the terms and conditions in respect to membership contained in the bylaws of such corporation, which terms and conditions shall be nondiscriminatory. Any person who shall agree to use energy supplied by the corporation from an existing line or from a line the construction of which has been authorized or commenced by the corporation may be admitted to membership in the corporation prior to such use upon complying with the other terms and conditions with respect to membership contained in the certificate of incorporation or in the bylaws.
(2) The membership fee of the corporation shall be fixed by the board of directors. Should the corporation acquire any electric facilities already dedicated or devoted to the public use it may, for the purpose of continuing existing service and avoiding hardship, continue to serve the persons served directly from such facilities at the times of such acquisition without requiring that such persons become members. In no event shall the number of such nonmembers served exceed forty-nine percent (49%) of the total number of persons served by the corporation. Such nonmember customers shall have the right to become members upon nondiscriminatory terms. The rates to such nonmembers shall be on a cost basis and may exceed the rates to members by only such amounts as may be necessary to meet the full actual cost of service to such nonmembers.
(3) With regard to a state park that is located in the corporation's service area, territory or system, the corporation shall provide electric energy services within the park, without a requirement that the Mississippi Department of Wildlife, Fisheries and Parks, or its designee, be a member of the corporation or pay a membership fee.
SECTION 8. Section 77-5-231, Mississippi Code of 1972, is amended as follows:
77-5-231. A corporation created under the provisions of this article shall have power to do any and all acts or things necessary or convenient for carrying out the purposes for which it was formed, including, but not limited to:
(a) To sue and be sued.
(b) To have a seal and alter the same at pleasure.
(c) To acquire, hold and dispose of property, real and personal, tangible and intangible, or interests therein and to pay therefor in cash or property or on credit, and to secure and procure payment of all or any part of the purchase price thereof on such terms and conditions as the board shall determine.
(d) To render service and to acquire, own, operate, maintain and improve a system or systems within the state and in counties adjacent thereto.
(e) To pledge all or any part of its revenues and to mortgage or otherwise encumber all or any part of its property for the purpose of securing the payment of the principal of and interest on any of its bonds or other obligations.
(f) To use any right-of-way, easement or other similar property right necessary or convenient in connection with the acquisition, improvement, operation or maintenance of a system, granted by the state or any political subdivision thereof, provided that the governing body of such political subdivision shall consent to such use, and to have and exercise the power of eminent domain in the manner provided by the condemnation laws of this state for acquiring private property for public use, such right to be paramount except as to the property of the state or of any political subdivision thereof; however, with regard to a state park that is located in the corporation's service area, territory or system, the Mississippi Department of Wildlife, Fisheries and Parks, or its designee, shall retain ownership or control of any rights-of-way within the applicable park under Section 4 of this act.
(g) To accept gifts or grants of money, property, real or personal, from any person, municipality or federal agency and to accept voluntary and uncompensated services.
(h) To make any and all contracts necessary or convenient for the full exercise of the powers in this article granted, including, but not limited to, contracts with any person, federal agency or municipality for the purchase or sale of energy and/or the acquisition of all or any part of any system, and in connection with any such contract to stipulate and agree to such covenants, terms and conditions as the board may deem appropriate, including covenants, terms and conditions with respect to the resale rates, financial and accounting methods, services, operation and maintenance practices and the manner of disposing of the revenues of the system operated and maintained by the corporation.
(i) To sell, lease, or otherwise dispose of all or any part of its property, subject, however, to the provisions of Section 77-5-237.
(j) To contract debts, borrow money and to issue, assume or endorse the payment of bonds or other evidences of indebtedness.
(k) To fix, maintain and collect fees, rents, tolls and other charges for services rendered.
(l) To acquire and to sell, lease, distribute and generally to deal in electrical and plumbing appliances, apparatus, machinery and equipment for the purpose of and in connection with the promotion of the sale of electric energy to its customers; to assist its customers to purchase or otherwise obtain such appliances, apparatus, machinery and equipment; to assist its customers to wire their premises and to install therein such appliances, apparatus, machinery and equipment; to acquire and to endorse, sell, pledge, hypothecate and dispose of notes, bonds and other obligations of its customers in carrying out the purposes expressed in this paragraph.
(m) To perform any and all of the foregoing acts and to do any and all of the foregoing things under, through or by means of its own officers, agents and employees, or by contracts with any person, federal agency or municipality.
(n) To condemn any land, easements, or rights-of-way, either on, under, or above the ground, as the association may deem necessary for any purposes mentioned in this article, and such property or interest in such property may be so acquired whether or not the same is owned or held for public use by corporations, associations or persons having the power of eminent domain, or otherwise held or used for public purposes. Such power of condemnation may be exercised in the mode or method of procedure prescribed by Chapter 27, Title 11, Mississippi Code of 1972, or in the mode or method of procedure prescribed by any other applicable statutory provisions now in force or hereafter enacted for the exercise of the power of eminent domain. Where condemnation proceedings become necessary, the judge of the circuit court or the judge of the county court in counties where the county court exists, in which such proceedings are filed, shall, upon application of the authority, and upon the deposit in court, to the use of the person or persons lawfully entitled thereto, of such amount as the judge may deem necessary to assure just compensation, order that the right of possession shall issue immediately or as soon and upon such terms as the judge, in his discretion, may deem just and proper. Upon application of the parties in interest other than the corporation, the judge may order that the money deposited in the court, or any part thereof, be paid forthwith for or on account of the just compensation to be awarded in said proceedings.
SECTION 9. Section 77-5-235, Mississippi Code of 1972, is amended as follows:
77-5-235. Except as otherwise provided for electric energy services provided at a state park under the provisions of Section 4 of this act, a corporation formed under the provisions of this article shall have power to charge reasonable fees, rents, tolls, prices and other charges for service rendered which shall be sufficient at all times to pay all operating and maintenance expenses necessary or desirable for the prudent conduct and operation of its business and to pay the principal of and interest on such obligations as the corporation may have issued and/or assumed in the performance of the purpose for which it was formed. The revenues and receipts of a corporation shall first be devoted to such operating and maintenance expenses and to the payment of such principal and interest and thereafter to such reserves for improvement, new construction, depreciation and contingencies as the board may from time to time prescribe. Revenues and receipts not needed for these purposes shall be returned to the members, by the reimbursement of membership fees, or by way of general rate reductions, as the board may decide.
SECTION 10. Section 77-5-237, Mississippi Code of 1972, is amended as follows:
77-5-237. (1) A corporation may sell, lease, exchange or otherwise dispose of all, or substantially all, of its property only if all of the following conditions are satisfied:
(a) The proposed purchaser shall file with the board of directors of the corporation and the Public Service Commission a disclosure statement containing the information required by Schedule 14D-1, as such schedule is described in the United States Securities Exchange Act of 1934, as amended. For purposes of this section, references in Schedule 14D-1 to "tender offer," "bidder," "subject company" and "securities of the subject company" shall be deemed to mean the proposed transaction, the proposed purchaser, the corporation and the property of the corporation, respectively.
(b) The proposed purchaser shall file with the board of directors and the Public Service Commission the offer to acquire all, or substantially all, of the property of the corporation, and any amendments thereto, which shall be contained in a written proposal and sets forth completely the terms and conditions of the proposed transaction. The offer shall provide: (i) for the full payment of equity and capital credits to all past and present members of the corporation, on an equitable basis; * * * (ii) for the payment or assumption of the total debt of the corporation by the purchaser or the payment of the total debt by the board of directors of the corporation, and an agreement to comply with the terms and conditions of any contract or other agreement, other than total debt paid out of the purchase price, to which the corporation is a party or by which the corporation is bound; and (iii) an agreement to continue to provide electric energy services within a state park, pursuant to the provisions of Section 4 of this act. Should the offer be accepted, the board of directors shall be responsible for assuring that any debts to be paid by the corporation pursuant to the offer of purchase are paid out of the purchase price, and all funds or any other forms of payment are equitably distributed within one hundred twenty (120) days to all past and present members of the corporation according to the amount of interest such members have in such corporation.
(c) (i) When the proposed purchase price is at least equal to two-thirds (2/3) of the members' equity plus total debt the board of directors shall be obligated to submit the proposed offer to the membership for a vote, unless action is pending or injunctions issued pursuant to subsection (2). Members' equity shall consist of the appraised value of the assets to be disposed of, less total debt.
(ii) When the proposed purchase price is not at least equal to two-thirds (2/3) of the members' equity plus total debt the board of directors shall not submit such offer of purchase unless the board of directors, by a two-thirds (2/3) affirmative vote, determines that good and sufficient reasons exist so that the submission of an offer of lesser value would be in the best interest of the membership. Members' equity shall consist of the appraised value of the assets to be disposed of, less total debt.
(d) The board of directors of the corporation and the proposed purchaser shall mutually employ a recognized, qualified impartial firm to make an appraisal of the value of the members' equity in the tangible and intangible assets to be disposed of and a rate study to determine the effect of the proposed transaction on the rates for electricity to be paid by members. Within fifteen (15) days after it has been determined that the purchaser and the corporation cannot mutually agree on an appraiser, the board of directors of the corporation shall submit, to the Public Service Commission, a list of five (5) independent, qualified individuals or firms recognized with experience in the appraisal of electric utility systems. The purchaser shall have ten (10) days after submission to strike up to four (4) of the appraisers submitted. If more than one (1) appraiser remains on the list, the Public Service Commission shall, within ten (10) days of receipt of such list, notify the corporation and the proposed purchaser of the name of the appraiser selected to perform the appraisal and rate study required herein. The proposed purchaser shall place into escrow the sum of Fifty Thousand Dollars ($50,000.00) at the time the offer is made. Such escrowed funds shall be released to pay the incurred costs of such studies, with any remainder being returned to the purchaser.
(e) (i) When the conditions set forth in subsections (1)(a) through (1)(d) have been satisfied, and no action is pending or injunction issued pursuant to subsection (2), the corporation shall, within one hundred twenty (120) days, but not sooner than sixty (60) days, call a meeting of the members for purposes of considering and voting on the proposed transaction, upon at least twenty (20) days' notice of such meeting to the members given in accordance with applicable law and the charter of incorporation and bylaws of the corporation. The notice shall set forth the date, time, location and purpose of meeting, a description of the proposed transaction including the results of the studies required by subsection (1)(d), proxy material and any other information required by the bylaws of the corporation.
(ii) When the conditions set forth in subsections (1)(a) and (1)(b) of this section have been satisfied, no court action is pending under the provisions of this section and the board of directors of the corporation has not submitted the offer to the members, upon the expiration of one hundred twenty (120) days, but not more than two hundred forty (240) days, thirty percent (30%) of the membership of the corporation may petition the board of directors to submit the offer to the members. Upon receipt of such petition, the corporation shall, within one hundred twenty (120) days, but not sooner than sixty (60) days, call a meeting of the members for purposes of considering and voting on the proposed transaction, upon at least twenty (20) days' notice of such meeting to the members given in accordance with applicable law and the charter of incorporation and bylaws of the corporation. The notice shall set forth the date, time, location and purpose of meeting, a description of the proposed transaction including the results of the studies required by subsection (1)(d), proxy material and any other information required by the bylaws of the corporation.
(f) The proposed transaction must be approved by the affirmative vote of three-fifths (3/5) of all the members. Voting shall be in person or by proxy. The tabulation of the member vote shall be attested to by an independent accounting firm engaged to perform that accounting function.
(2) If the board of directors determines that any of the terms and conditions of the proposed transaction are unreasonable or unfair to the members and if the proposed purchaser is unwilling to amend the offer to make the terms and conditions of the offer reasonable and fair to the members, then the board of directors may institute a proceeding in the chancery court of the county where the corporation's principal office is located to enjoin the proposed transaction. If the court determines that the terms and conditions of the proposed offer are unreasonable or unfair to the members, it shall permanently enjoin the proposed transaction, unless the offer is amended to make the terms and conditions reasonable and fair to the members. If the court determines that the terms and conditions of the offer are reasonable and fair to the members, the court shall order the corporation to submit the proposed transaction to the members for a vote. The court may appoint one or more independent experts to review the terms and conditions of the proposed transaction and make a recommendation to the court. Such independent experts shall have the powers described in the order appointing them, or in any amendment thereto. Nothing in this subsection shall be construed as prohibiting or limiting the rights of the members of the corporation from acting pursuant to subsection (1)(e)(ii) of this section.
(3) Any party which, in providing the disclosure information required by subsection (1)(a) above, makes false or misleading statements concerning material facts or omits information which makes the information disclosed misleading shall be liable to the members of the corporation for actual damages.
(4) Purchasers, affiliates, cooperatives or agents thereof shall conduct a diligent investigation to secure all material information reasonably available and any purchaser, affiliate, cooperative or agent thereof which, in making any communication with members of the corporation, written or oral, knowingly makes false or misleading statements concerning material facts or omits information which makes the information misleading may be liable to the injured party for damages incurred thereby.
(5) It shall be deemed a breach of the fiduciary duty owed by a director of the corporation to the corporation and its members for any director of the corporation, directly or indirectly, to accept any payment, compensation, remuneration or benefit paid by, or on behalf of, any purchaser or affiliate of a purchaser except for the benefits received by all members of the corporation on a nondiscriminatory basis.
(6) The board of directors may, without authorization by the members, sell, mortgage, lease or otherwise encumber or dispose of (a) any of its property which, in the judgment of the board, is neither necessary nor useful in operating and maintaining the corporation's system and which in any one (1) year shall not exceed ten percent (10%) in value of all of the property of the corporation, or (b) merchandise. The board of directors of the corporation, without authorization by the members thereof, shall also have full power and authority upon the affirmative vote of two-thirds (2/3) of the members constituting the full board to authorize the execution and delivery of a mortgage or mortgages or a deed or deeds of trust upon, or the pledging or encumbering of, any or all of the property, assets, rights, privileges, licenses, franchises and permits of the corporation, whether acquired or to be acquired, and wherever situated, as well as the revenues and income therefrom, all upon such terms and conditions as the board of directors upon the affirmative vote of two-thirds (2/3) of the members constituting the full board shall determine, to secure any indebtedness of the corporation to the United States of America or any instrumentality or agency thereof, or to a national financing institution, organized on a cooperative plan for the purpose of financing its members' programs, projects and undertakings, in which the corporation holds membership.
(7) During the first year of the existence of a corporation its property shall not be sold or leased, wholly or in part, unless the sale or lease shall in addition to any approval required by subsections (1) and (2) of this section be approved by a majority of all persons who have signed customers' survey forms or otherwise signified in writing their intention to become members of the corporation. All such persons shall be deemed to have a beneficial interest in the affairs of the corporation insofar as the sale or lease of the property of the corporation is concerned and the members of the board are hereby declared to be the trustees of such persons with respect thereto.
SECTION 11. The provisions of Section 1 of this act shall take effect and be in force from and after its passage. The provisions of Sections 2 through 10 of this act shall take effect and be in force from and after July 1, 2011.
