Florida Senate - 2014                        COMMITTEE AMENDMENT
       Bill No. CS for SB 230
                              LEGISLATIVE ACTION                        
                    Senate             .             House              
                  Comm: RCS            .                                
                  03/13/2014           .                                

    1         Senate Amendment (with title amendment)
    3         Delete lines 159 - 346
    4  and insert:
    5         (2)(a)Immediately upon the effective date of this act, the
    6  Central Florida Expressway Authority shall assume the governance
    7  and control of the Orlando-Orange County Expressway Authority
    8  System, including its assets, personnel, contracts, obligations,
    9  liabilities, facilities, and tangible and intangible property.
   10  Any rights in such property, and other legal rights of the
   11  authority, are transferred to the Central Florida Expressway
   12  Authority. The Central Florida Expressway Authority shall
   13  immediately succeed to and assume the powers, responsibilities,
   14  and obligations of the Orlando-Orange County Expressway
   15  Authority.
   16         (b)The transfer pursuant to this subsection is subject to
   17  the terms and covenants provided for the protection of the
   18  holders of the Orlando-Orange County Expressway Authority bonds
   19  in the lease-purchase agreement and the resolutions adopted in
   20  connection with the issuance of the bonds. Further, the transfer
   21  does not impair the terms of the contract between the Orlando
   22  Orange County Expressway Authority and the bondholders, does not
   23  act to the detriment of the bondholders, and does not diminish
   24  the security for the bonds. After the transfer, the Central
   25  Florida Expressway Authority shall operate and maintain the
   26  expressway system and any other facilities of the Orlando-Orange
   27  County Expressway Authority in accordance with the terms,
   28  conditions, and covenants contained in the bond resolutions and
   29  lease-purchase agreement securing the bonds of the authority.
   30  The Central Florida Expressway Authority shall collect toll
   31  revenues and apply them to the payment of debt service as
   32  provided in the bond resolution securing the bonds, and shall
   33  expressly assume all obligations relating to the bonds to ensure
   34  that the transfer will have no adverse impact on the security
   35  for the bonds. The transfer does not make the obligation to pay
   36  the principal and interest on the bonds a general liability of
   37  the Central Florida Expressway Authority or pledge additional
   38  expressway system revenues to payment of the bonds. Revenues
   39  that are generated by the expressway system and other facilities
   40  of the Central Florida Expressway Authority which were pledged
   41  by the Orlando-Orange County Expressway Authority to payment of
   42  the bonds will remain subject to the pledge for the benefit of
   43  the bondholders. The transfer does not modify or eliminate any
   44  prior obligation of the department to pay certain costs of the
   45  expressway system from sources other than revenues of the
   46  expressway system.
   47         (3)(2) The governing body of the authority shall consist of
   48  nine five members. The chairs of the boards of the county
   49  commissions of Seminole, Lake, and Osceola Counties shall each
   50  appoint one member, who may be a commission member or chair. The
   51  Mayor of Orange County shall appoint a member from the Orange
   52  County Commission. The Governor shall appoint three citizen
   53  members. Of the Governor’s appointments, two Three members must
   54  shall be citizens of Orange County and one member must be a
   55  citizen of either Seminole County, Lake County, or Osceola
   56  County, who shall be appointed by the Governor. The eighth
   57  fourth member must shall be, ex officio, the Mayor of chair of
   58  the County Commissioners of Orange County. The ninth member must
   59  be the Mayor of the City of Orlando. The executive director of
   60  Florida Turnpike Enterprise shall serve as a nonvoting advisor
   61  to the governing body of the authority, and the fifth member
   62  shall be, ex officio, the district secretary of the Department
   63  of Transportation serving in the district that contains Orange
   64  County. The term of Each appointed member appointed by the
   65  Governor shall serve be for 4 years. Each county-appointed
   66  member shall serve for 2 years. The terms of standing board
   67  members expire upon the effective date of this act. Each
   68  appointed member shall hold office until his or her successor
   69  has been appointed and has qualified. A vacancy occurring during
   70  a term must shall be filled only for the balance of the
   71  unexpired term. Each appointed member of the authority shall be
   72  a person of outstanding reputation for integrity,
   73  responsibility, and business ability, but, except as provided in
   74  this subsection, a no person who is an officer or employee of a
   75  municipality or any city or of Orange county may not in any
   76  other capacity shall be an appointed member of the authority.
   77  Any member of the authority is shall be eligible for
   78  reappointment.
   79         (4)(3)(a) The authority shall elect one of its members as
   80  chair of the authority. The authority shall also elect one of
   81  its members as vice chair, one of its members as a secretary,
   82  and one of its members as a treasurer who may or may not be
   83  members of the authority. The chair, vice chair, secretary, and
   84  treasurer shall hold such offices at the will of the authority.
   85  Five Three members of the authority shall constitute a quorum,
   86  and the vote of five three members is shall be necessary for any
   87  action taken by the authority. A No vacancy in the authority
   88  does not shall impair the right of a quorum of the authority to
   89  exercise all of the rights and perform all of the duties of the
   90  authority.
   91         (b) Upon the effective date of his or her appointment, or
   92  as soon thereafter as practicable, each appointed member of the
   93  authority shall enter upon his or her duties. Members of the
   94  authority may be removed from office by the Governor for
   95  misconduct, malfeasance, misfeasance, or nonfeasance in office.
   96         (c) Members of the authority are entitled to receive
   97  reimbursement from the authority for travel and other necessary
   98  expenses incurred in connection with the business of the
   99  authority as provided in s. 112.061, but may not draw salaries
  100  or other compensation.
  101         (5)(4)(a) The authority may employ an executive secretary,
  102  an executive director, its own counsel and legal staff,
  103  technical experts, and the such engineers, and such employees
  104  that, permanent or temporary, as it requires. The authority may
  105  require and may determine the qualifications and fix the
  106  compensation of such persons, firms, or corporations, and may
  107  employ a fiscal agent or agents;, provided, however, that the
  108  authority shall solicit sealed proposals from at least three
  109  persons, firms, or corporations for the performance of any
  110  services as fiscal agents. The authority may delegate to one or
  111  more of its agents or employees the such of its power as it
  112  deems shall deem necessary to carry out the purposes of this
  113  part, subject always to the supervision and control of the
  114  authority. Members of the authority may be removed from their
  115  office by the Governor for misconduct, malfeasance, misfeasance,
  116  or nonfeasance in office.
  117         (b) Members of the authority are shall be entitled to
  118  receive from the authority their travel and other necessary
  119  expenses incurred in connection with the business of the
  120  authority as provided in s. 112.061, but may not they shall draw
  121  no salaries or other compensation.
  122         (6) In addition to meeting the requirements of chapter 112,
  123  a member or the executive director of the authority may not:
  124         (a) Personally represent another person or entity for
  125  compensation before the authority for a period of 2 years
  126  following vacation of his or her position.
  127         (b) Within 2 years after retirement or termination, have an
  128  employment or contractual relationship with a business entity
  129  other than an agency, as defined in s. 112.312, that was doing
  130  business with the authority at any time during the person’s
  131  membership on or employment by the authority.
  132         (c) After retirement or termination, have an employment or
  133  contractual relationship with a business entity other than an
  134  agency as defined in s. 112.312, in connection with a contract
  135  in which the member or executive director personally and
  136  substantially participated in through decision, approval,
  137  disapproval, recommendation, rendering of advice, or
  138  investigation while he or she was a member or employee of the
  139  authority.
  140         (d) A violation of this subsection is punishable in
  141  accordance with s. 112.317.
  142         (7) The authority’s general counsel shall serve as the
  143  authority’s ethics officer.
  144         (8) Authority board members, employees, and consultants who
  145  hold positions that may influence authority decisions shall
  146  refrain from engaging in any relationship that may adversely
  147  affect their judgment in carrying out authority business. The
  148  following disclosures must be made annually on a disclosure form
  149  to prevent such conflicts of interest and preserve the integrity
  150  and transparency of the authority to the public:
  151         (a) Any relationship a board member, employee, or
  152  consultant has which affords a current or future financial
  153  benefit to such board member, employee, or consultant, or to a
  154  relative or business associate of such board member, employee,
  155  or consultant, and which a reasonable person would conclude has
  156  the potential to create a prohibited conflict of interest.
  157         (b) Whether a relative of such board member, employee, or
  158  consultant is a registered lobbyist, and if so, the names of
  159  such lobbyist’s clients. Such names shall be provided in writing
  160  to the ethics officer.
  161         (c) Any and all interests in real property that such board
  162  member, employee, or consultant has, or that a relative,
  163  principal, client, or business associate of such board member,
  164  employee, or consultant has whenever such real property is
  165  located within, or within a one-half mile radius of, any actual
  166  or prospective authority roadway project. The executive director
  167  shall provide a corridor map and a property ownership list
  168  reflecting the ownership of all real property within the
  169  disclosure area, or an alignment map with a list of associated
  170  owners, to all board members, employees, and consultants.
  171         (9) The disclosure forms required under subsection (8) must
  172  be reviewed by the ethics officer or, if a form is filed by the
  173  general counsel, by the executive director.
  174         (10) The conflict of interest process shall be outlined in
  175  the authority’s Code of Ethics.
  176         (11) Authority employees and consultants are prohibited
  177  from serving on the governing body of the authority while
  178  employed by or under contract with the authority.
  179         (12) The code of ethics policy shall be reviewed and
  180  updated by the ethics officer and presented for board approval
  181  at a minimum of once every 2 years.
  182         (13) Employees shall be adequately informed and trained on
  183  the code of ethics and shall continually participate in ongoing
  184  ethics education.
  185         Section 4. Section 348.754, Florida Statutes, is amended to
  186  read:
  187         348.754 Purposes and powers.—
  188         (1)(a) The authority created and established under by the
  189  provisions of this part is hereby granted and has shall have the
  190  right to acquire, hold, construct, improve, maintain, operate,
  191  own, and lease in the capacity of lessor, the Central Florida
  192  Orlando-Orange County Expressway System, hereinafter referred to
  193  as “system.” Except as otherwise specifically provided by law,
  194  including paragraph (2)(n), the area served by the authority
  195  shall be within the geographical boundaries of Orange, Seminole,
  196  Lake, and Osceola Counties.
  197         (b) It is the express intention of this part that said
  198  authority, In the construction of the Central Florida said
  199  Orlando-Orange County Expressway System, the authority may shall
  200  be authorized to construct any extensions, additions, or
  201  improvements to the said system or appurtenant facilities,
  202  including all necessary approaches, roads, bridges, and avenues
  203  of access, rapid transit, trams, fixed guideways, thoroughfares,
  204  and boulevards with any such changes, modifications, or
  205  revisions of the said project which are as shall be deemed
  206  desirable and proper.
  207         (c)Notwithstanding any other provision of this section to
  208  the contrary, to ensure the continued financial feasibility of
  209  the portion of the Wekiva Parkway to be constructed by the
  210  department, the authority may not, without the prior consent of
  211  the secretary of the department, construct any extensions,
  212  additions, or improvements to the expressway system in Lake
  213  County.
  214         (2) The authority is hereby granted, and shall have and may
  215  exercise all powers necessary, appurtenant, convenient, or
  216  incidental to the implementation carrying out of the stated
  217  aforesaid purposes, including, but not without being limited to,
  218  the following rights and powers:
  219         (a) To sue and be sued, implead and be impleaded, complain
  220  and defend in all courts.
  221         (b) To adopt, use, and alter at will a corporate seal.
  222         (c) To acquire by donation or otherwise, purchase, hold,
  223  lease as lessee, and use any franchise or any, property, real,
  224  personal, or mixed, or tangible or intangible, or any options
  225  thereof in its own name or in conjunction with others, or
  226  interest in those options therein, necessary or desirable to
  227  carry for carrying out the purposes of the authority, and to
  228  sell, lease as lessor, transfer, and dispose of any property or
  229  interest in the property therein at any time acquired by it.
  230         (d) To enter into and make leases for terms not exceeding
  231  99 years, as either lessee or lessor, in order to carry out the
  232  right to lease as specified set forth in this part.
  233         (e) To enter into and make lease-purchase agreements with
  234  the department for terms not exceeding 99 40 years, or until any
  235  bonds secured by a pledge of rentals pursuant to the agreement
  236  thereunder, and any refundings pursuant to the agreement
  237  thereof, are fully paid as to both principal and interest,
  238  whichever is longer. The authority is a party to a lease
  239  purchase agreement between the department and the authority
  240  dated December 23, 1985, as supplemented by a first supplement
  241  to the lease-purchase agreement dated November 25, 1986, and a
  242  second supplement to the lease-purchase agreement dated October
  243  27, 1988. The authority may not enter into other lease-purchase
  244  agreements with the department and may not amend the existing
  245  agreement in a manner that expands or increases the department’s
  246  obligations unless the department determines that the agreement
  247  or amendment is necessary to permit the refunding of bonds
  248  issued before July 1, 2013.
  249         (f) To fix, alter, charge, establish, and collect rates,
  250  fees, rentals, and other charges for the services and facilities
  251  of the Central Florida Orlando-Orange County Expressway System,
  252  which must rates, fees, rentals and other charges shall always
  253  be sufficient to comply with any covenants made with the holders
  254  of any bonds issued pursuant to this part; provided, however,
  255  that such right and power may be assigned or delegated, by the
  256  authority, to the department. Toll revenues attributable to an
  257  increase in the toll rates charged on or after the effective
  258  date of this act for the use of a portion of the system may not
  259  be used to construct or expand a different portion of the system
  260  unless a two-thirds majority of the members of the authority
  261  votes to approve such use. This requirement does not apply if,
  262  and to the extent that:
  263         1. Application of the requirement would violate any
  264  covenant established in a resolution or trust indenture under
  265  which bonds were issued by the Orlando-Orange County Expressway
  266  Authority on or before the effective date of this act; or
  268  ================= T I T L E  A M E N D M E N T ================
  269  And the title is amended as follows:
  270         Delete line 17
  271  and insert: