2023 04 06 MDD MinutesMINUTES OF THE REGULAR MEETING OF THE BOARD OF DIRECTORS
OF THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT
April 6, 2023
The Board of Directors of the Baytown Municipal Development District (MDD) met in a
Regular Meeting on Thursday, April 6, 2023, at 3:31 P.M., in the Council Chamber of the
Baytown City Hall, 2401 Market Street, Baytown, Texas, with the following in attendance:
Bandon Capetillo
President
Laura Alvarado
Vice President
David P. Jirrels
Secretary
Donna Winfrey
Director
Suhey Rios -Alvarez
Director
Sarah Graham
Director
Kenrick Griffith
Director
Heather Betancourth
Director
Jacob Powell
Director
Mike Lester
Director
Gary Englert
Director
Shaunna Bernshausen
Director
Jason Reynolds General Manager
Scott Lamond General Counsel
Angela Jackson Assistant Secretary
President Brandon Capetillo convened the April 6, 2023, MDD Board Regular Meeting with a
quorum present at 3:31 P.M., all members were present with the exception of Director Suhey
Rios -Alvarez who arrived at 3.33 P.M., and Director Sarah Graham who arrived at 3:35 P.M.
1. MINUTES
President Capetillo stated that Agenda Items La. and l .b. would be considered together.
a. Consider approving the minutes of the Municipal Development District Regular
Meeting held on February 2, 2023.
b. Consider approving the minutes of the Municipal Development District Regular
Meeting held on March 2, 2023.
A motion was made by Director Jacob Powell and seconded by Director Mike Lester to approve
the minutes of the Municipal Development District Regular Meeting minutes held on February 2,
2023, and March 2, 2023, both as submitted. The vote was as follows:
Ayes: President Brandon Capetillo, Vice President Laura Alvarado, Secretary David P.
Jirrels, Director Donna Winfrey, Director Kenrick Griffith, Director Heather
MDD Board Regular Meeting Minutes
April 6, 2023
Page 2 of 6
Betancourth, Director Jacob Powell, Director Gary Englert, Director Mike Lester,
and Director Shaunna Bernshausen
Nays: None
Other: Director Suhey Rios -Alvarez (Not Present for Vote) and Director Sarah Graham
(Not Present for Vote)
Approved
2. PROPOSED RESOLUTIONS
a. Consider a resolution approving revisions to the Business Improvement Grant
program policy and guidelines.
General Manager Jason Reynolds opened Agenda Item 2.a., and offered to discuss vacant
properties that the City of Baytown held. He stated that placing those vacant properties could be
included in the program, or Staff could create a separate program for those vacant properties.
President Capetillo suggested that be discussed at a later date and directed Staff to provide an
update of what had transpired to date.
Planning and Development Director Martin Scribner then presented an overview of the changes
that were discussed by the Board at their February 2, 2023, and March 2, 2023, board meetings.
The goal of the proposed amendments was to foster the redevelopment of distressed areas of
Baytown in need of economic investment and redevelopment. Staff believed that the proposed
amendments captured the spirit and intent of the Board and would benefit the business
community of Baytown. Lastly, Mr. Scribner shared that Staff was still exploring the upfront
funding options. Their initial meetings with a potential financial institution had been fruitful thus
far, and Staff hoped to have that information before the Board in the near future.
Director Suhey Rios -Alvarez wondered if a business owner did their improvements but did not
follow the guidelines for a timeline submittal. Would they still be able to qualify for
reimbursement? Mr. Scribner responded that the new changes had extended the timeline for them
to apply. If it were outside of the timeline prescribed, they would not meet the requirements.
A motion was made by Vice President Laura Alvarado, and seconded by Director Sarah Graham
to approve Resolution No. 459, related to Item 2.a. The vote was as follows:
Ayes: President Brandon Capetillo, Vice President Laura Alvarado, Secretary David P.
Jirrels, Director Donna Winfrey, Director Suhey Rios -Alvarez, Director Sarah
Graham, Director Kenrick Griffith, Director Heather Betancourth, Director Jacob
Powell, Director Gary Englert, Director Mike Lester, Director Shaunna
Bernshausen
Nays: None
Approved
MDD Board Regular Meeting Minutes
April 6, 2023
Page 3 of 6
RESOLUTION NO. 459
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN
MUNICIPAL DEVELOPMENT DISTRICT APPROVING REVISIONS TO
THE BUSINESS IMPROVEMENT GRANT PROGRAM POLICY AND
GUIDELINES; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF.
b. Consider a resolution approving the final adjusted Development Budget and
approving the Final Guaranteed Maximum Price (FGMP) for the Hotel and Convention
Center.
Finance Director Victor Brownlees presented Agenda Item 2.b. The Municipal Development
District (MDD) previously approved the construction of a new Hotel and Convention Center,
which was expected to be a significant economic driver for the community. As part of the
construction process, the MDD agreed to an overall Development Budget. However, unforeseen
circumstances arose during the construction process. Those circumstances consisted of cost
escalations on budgeted items and additional expenses that were not included in the original
budget. Consequently, the MDD needed to adjust the Development Budget.
The proposed adjustment to the Development Budget would require additional funding from
within the MDD's general budget. The total amount requested for the budget adjustment was
$1,060,000.00, which would be allocated from the uncommitted funds from within the MDD.
The adjustment was necessary to complete the Hotel and Convention Center project.
The resolution authorized the MDD to do the following:
1. Approve the final adjusted Development Budget;
2. Approve the Final Guaranteed Maximum Price (FGMP); and
3. Transfer $1,060,000.00 from within the uncommitted funds from the MDD general
budget.
President Capetillo understood there had been money set aside for what was being discussed. Mr.
Brownlees confirmed contingency was already provided for within the bond trust, but it was not
initially allocated in the Development Budget. He assured it was now allocated with the
amendment in addition to the uncommitted funds in the MDD's current year budget. Director
Griffith wondered, if not used as discussed, where would the funds normally go towards? Mr.
Brownlees responded the $720,000 of those funds were uncommitted and would roll over in to
the next year's budget. The remainder, of about $350,000, was already budgeted for projects.
Secretary Jirrels expressed concern with approving an extra million dollars when they approved
an extra six million dollars last year. Mr. Brownlees shared that concern; however, the
alternative was litigation which he did not advise. Upon addressing additional concerns, Mr.
Brownlees explained matters regarding the FGMP. The City of Baytown, the owner, had also
acquired additional works and there were other allowances within the contract that the City
accepted they owed the contractor. Mr. Brownlees clarified the City would not pay a penny more
to anyone who would not merit it based on their contracts. After the amendment, they were done.
MDD Board Regular Meeting Minutes
April 6, 2023
Page 4 of 6
Director Lester asked what projects would be affected by the change. Mr. Brownlees anticipated
the majority would come from the Disc Golf Course. However, the change would not stop any
project on the list. They were merely using the funds that were uncommitted in the current year
to get them over this last bump in the road. The projects would appear on the list next year in the
MDD's budget before they allocated any other funds. Upon further questioning, Mr. Brownlees
reiterated there were no projects they would not do as a result of the commitment of funds.
Director Graham expressed she felt placed between a rock and a hard place. Normally, she
would not approve that kind of money but she did not want to see an empty building that they
had been anticipating opening. She was disappointed there were projects that would be put on
hold or slowed down. Director Winfrey then inquired over what amount the budget would be
replenished at. Mr. Brownlees replied, in looking at next year's budget, they would make
estimates of the overall sales tax funds available to the MDD. He noted there were some
commitments they already knew about, such as debt repayments, and the remainder would be
available to commit to projects. He anticipated that amount would be no more than $2 million.
President Capetillo commented the adjustment was only 1 % of the entire budget and that was
because they wanted a higher end hotel. Thus, he encouraged the Board to consider the item.
A motion was made by Vice President Laura Alvarado and seconded by Director Donna Winfrey
to approve Resolution No. 460, related to Item 2.b. The vote was as follows:
Ayes: President Brandon Capetillo, Vice President Laura Alvarado, Director Donna
Winfrey, Director Suhey Rios -Alvarez, Director Sarah Graham, Director Kenrick
Griffith, Director Jacob Powell, Director Mike Lester, Director Gary Englert, and
Director Shaunna Bernshausen
Nays: Secretary David P. Jirrels and Director Heather Betancourth
Approved
RESOLUTION NO. 460
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN
MUNICIPAL DEVELOPMENT DISTRICT APPROVING THE FINAL
ADJUSTED DEVELOPMENT BUDGET, A FINAL GUARANTEED
MAXIMUM PRICE OF SIXTY-ONE MILLION, THREE -HUNDRED,
SIXTEEN THOUSAND, NINE -HUNDRED SEVENTY-SEVEN AND NO/100
($61,316,977.00), AND OTHER MATTERS RELATED TO THE
CONVENTION CENTER HOTEL PROJECT.
C. Consider a resolution approving the operating and asset management budget for the
Hotel and Convention Center.
Finance Director Victor Brownlees opened Agenda Item 2.c. The proposed resolution would
approve the operating and asset management budget for the Hotel and Convention Center. The
MDD Board Regular Meeting Minutes
April 6, 2023
Page 5 of 6
operating budget detailed the projected income and expenses for the hotel over the coming year.
It also took in to account the various revenue streams and costs associated with running a high -
quality hospitality establishment. Staff worked diligently to ensure the budget was both realistic
and fiscally responsible while also providing necessary investments in Staff training, equipment
upgrades, and other areas that would help maintain the highest possible standards for guests.
The asset management budget, meanwhile, outlined the plans for maintaining and improving the
physical infrastructure of the hotel. This included ongoing maintenance tasks such as repairs,
cleaning, and landscaping. It also included larger -scale capital investments in areas such as
building renovations, energy -efficient upgrades, and technology systems. By investing in those
areas, they hoped to not only enhance the guest experience but also ensure the hotel remained a
valuable asset for the City for years to come.
Vice President Alvarado wondered if increases had been foreseen. Hotel Asset Manager with
Garfield Asset Management Jeff Binford replied the resolution was for the operating budget of
the hotel and not the construction. Nevertheless, they anticipated losses and provided funds in the
bond sale to cover the early years. He clarified they were not asking for money, but for the
approval of the budget for the fiscal year ending September 301n
A motion was made by Vice President Laura Alvarado and seconded by Director Mike Lester to
approve Resolution No. 461, related to Item 2.c. The vote was as follows:
Ayes: President Brandon Capetillo, Vice President Laura Alvarado, Secretary David P.
Jirrels, Director Donna Winfrey, Director Suhey Rios -Alvarez, Director Sarah
Graham, Director Kenrick Griffith, Director Heather Betancourth, Director Jacob
Powell, Director Gary Englert, Director Mike Lester, and Director Shaunna
Bernshausen
Nays: None
Approved
RESOLUTION NO.461
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN
MUNICIPAL DEVELOPMENT DISTRICT APPROVING THE OPERATING
AND ASSET MANAGEMENT BUDGET FOR THE BAYTOWN HOTEL AND
CONVENTION CENTER; AND PROVIDING FOR THE EFFECTIVE DATE
THEREOF.
3. REPORTS
a. Receive the Monthly Construction Status Report for the Baytown Hotel and
Convention Center Project.
Finance Director Victor Brownless stated he had nothing further to add and implored the Board
Members to attend the tour of the Baytown Hotel and Convention Center.
MDD Board Regular Meeting Minutes
April 6, 2023
Page 6 of 6
4. MANAGER'S REPORT
a. The next Baytown Municipal Development District meeting is scheduled for
Thursday, May 4, 2023, at 4:30 p.m., in the Council Chamber located at City Hall, 2401
Market Street, Baytown, Texas, 77520.
General Manager Jason Reynolds had nothing further to report other than the date of their next
scheduled meeting. President Capetillo recited that date to be Thursday, May 4, 2023, at 4:30
P.M. The meeting is to be located in the Council Chamber at City Hall, as expected.
5. HYATT REGENCY BAYTOWN - HOUSTON HOTEL TOUR
a. The Baytown Municipal Development District will tour the new facility of the Hyatt
Regency Baytown - Houston located at 100 Convention Center Way, Baytown, Texas.
At 3:58 P.M., President Capetillo recessed the meeting for the Board Members to travel and tour
the new facility of the Hyatt Regency Baytown.
At 4:21 P.M., President Capetillo reconvened the meeting at the Hyatt Regency Baytown located
at 100 Convention Center Way, Baytown, Texas, once a quorum was reached.
Hotel Asset Manager with Garfield Asset Management Jeff Binford provided the Baytown
Municipal Development District (MDD) Directors with a tour of the new Hyatt Regency facility.
6. ADJOURN
With there being no further business to discuss, President Brandon Capetillo adjourned the April
6, 2023, MDD Board Regular Meeting at 4:54 P.M.
Angela Jakson, Assistant Sat,3
City of Baytown "{
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