HOUSE BILL 2976
By Moody SENATE BILL 2946
By Rose AN ACT to create and establish a water and wastewater treatment authority to be known as the "West Tennessee Regional Utility Authority" for Tipton County.
BE IT ENACTED BY THE GENERAL ASSEMBLY OF THE STATE OF TENNESSEE:
SECTION 1. Creation of Authority.
A water and wastewater treatment authority to be known and designated as the
"West Tennessee Regional Utility Authority" is hereby created and established for and on behalf of the citizens of Tipton County, Tennessee.
SECTION 2. Purpose of Authority.
It is hereby declared that the West Tennessee Regional Utility Authority created pursuant to this act shall be a public and governmental body and a political subdivision of the State of Tennessee. It is further declared that the planning, acquiring, operating,
and financing of water and/or wastewater systems by said Authority is hereby declared to be a public and governmental purpose and a matter of public necessity.
SECTION 3. Definitions.
Whenever used in this act, unless a different meaning clearly appears in the context, the following terms, whether used in the singular or plural, shall be given the following respective interpretations:
(a) "Authority" means the West Tennessee Regional Utility Authority created by this act;
(b) "Board of Directors" means the Board of Directors of the Authority;
(c) "Bonds" means bonds, interim certificates, or other debt obligations of
the Authority issued pursuant to this act, including joint obligations of the Authority and the Creating Governmental Entity and/or any Participating Governmental Entity;
SB2946
012897
-1-
 (d) "County" means any county now or hereafter authorized by law to be created;
(e) "Creating Governmental Entity" means Tipton County, Tennessee;
(f) "Director" means each individual appointed by the Creating Governmental Entity or Participating Governmental Entity who is serving on the Board of Directors;
(g) "District" means any water or wastewater utility within the region;
(h) "Executive Officer" means the mayor, county executive, or other chief executive officer of a County, Municipality, or District;
(i) "Governing Body" means the chief legislative body of the Creating Governmental Entity, any Participating Governmental Entity, any County, any Municipality, or any District;
(j) "Membership Agreement" means an agreement between the Authority and a County, Municipality, or District that permits that County, Municipality, or District to become a Participating Governmental Entity;
(k) "Municipality'' means any incorporated city or town thereof now or
hereafter authorized by law to be created;
(I) "Notes" means notes or interim certificates of the Authority issued pursuant to this act, including joint obligations of the Authority and the Creating Governmental Entity and/or any Participating Governmental Entity;
(m) "Participating Governmental Entity" means any County, Municipality,
or District that has entered into a Membership Agreement with the Authority and,
pursuant to a resolution of its Governing Body, joined the Authority as a member;
(n) "Person" means any individual, firm, partnership, association,
corporation, or combination thereof;
(o) "Refunding Bonds" means refunding Bonds, issued pursuant to this act, including joint obligations of the Authority and the Creating Governmental
-2- 012897
Entity and/or any Participating Governmental Entity issued pursuant to this act and Tennessee Code Annotated, Title 9, Chapter 21, Parts 1, 9, and 10 to refund Bonds of the Authority or Bonds issued to refund Bonds or Notes of the Creating Governmental Entity or any Participating Governmental Entity, issued by the Creating Governmental Entity or any Participating Governmental Entity, the proceeds of which were used to construct, acquire, extend, improve, or equip all or a portion of a System acquired by the Authority or to refund Bonds, the proceeds of which were used for such purposes;
(p) "Services Agreement" means an agreement between the Authority and a governmental entity to provide water and/or wastewater services to the area of jurisdiction encompassed by that governmental entity;
(q) "State" means the State of Tennessee; and
(r) "System" means a water and wastewater system, which shall include,
but not be limited to, all devices, systems, rights-of-way, and lands used in the collection, transport, storage, treatment, recycling, and reclamation of sewage of
residential, domestic, municipal, recreational, agricultural, manufacturing,
commercial, and industrial wastes of a liquid nature, including pump stations,
force mains, intercepting sewers, outfall sewers, sewage collection and transport systems, treatment works, lagoons, decentralized sewer systems, package plants, to restore and maintain the chemical, physical, and biological integrity of
the State's waters; and any devices and systems used in the treatment and distribution of water, including water storage facilities, wells, tanks, meters,
valves, water distribution and transmission lines, pumping, power and other equipment, and other appurtenances, extensions, improvements, remodeling,
additions, and alterations thereof, elements essential to provide a reliable recycled supply and distribution, such as standby treatment units and clear well facilities, and any related works.
-3- 012897
 SECTION 4. Powers of the Creating Governmental Entity and any Participating Governmental Entity.
The Creating Governmental Entity and any Participating Governmental Entity may enter into a contribution agreement with the Authority for the orderly transfer to the Authority of any System necessary for the functioning of the Authority. The agreement may include provisions for the reimbursement of any such governmental entity for its obligations issued for such System. Nothing in this act shall be construed to require any transfer of function or service area by the Creating Governmental Entity or any Participating Governmental Entity to the Authority.
SECTION 5. Board of Directors. Qualification and Selection.
(a) The Authority shall have a Board of Directors in which all powers of the Authority shall be vested. The Board of Directors shall adopt its own bylaws, which bylaws shall be consistent with this act.
(b) The initial Board of Directors shall consist of the following persons:
(1) Upon the passage of this act, the Executive Officer of the Creating Governmental Entity shall appoint two (2) Directors to serve as the initial Board of Directors, which individuals shall be confirmed by the Governing Body of the Creating Governmental Entity;
(2) Upon execution of a Membership Agreement to become a Participating Governmental Entity between Fayette County, Tennessee, and the Authority as described in Section 24, the Executive Officer of Fayette County is
authorized to appoint two (2) persons to serve as additional Directors on the Board of Directors, which appointees are subject to confirmation by the Governing Body of Fayette County;
(3) Upon execution of a Membership Agreement to become a Participating Governmental Entity between Haywood County, Tennessee, and the Authority as described in Section 24, the Executive Officer of Haywood
-4- 012897
 County is authorized to appoint two (2) persons to serve as additional Directors on the Board of Directors, which appointees are subject to confirmation by the Governing Body of Haywood County; and
(4) Upon execution of a Membership Agreement to become a Participating Governmental Entity as described in Section 24, the Executive Officer of the governmental entity joining the Authority may appoint one (1)
person to serve as an additional Director on the Board of Directors, which appointee is subject to confirmation by the Governing Body of the governmental entity joining the Authority.
(c) All vacancies on the Board of Directors shall be filled by the Executive Officer of the appointing authority for that Director's seat as set forth in Section 5(b) subject to
confirmation by the Governing Body of that appointing authority.
(d) The term of office of each Director shall be three (3) years, and upon the expiration of a Director's term, the Director shall continue to hold office until a successor is appointed and confirmed by the Governing Body of the appointing authority. There shall be no limit on the number of consecutive terms a Director may serve so long as the Director is properly appointed and confirmed by the appropriate Participating Governmental Entity.
(e) The Directors serve at the will of the Participating Governmental Entity that approved their appointment and may be removed, at any time and with immediate effect,
prior to the expiration of their term by the Executive Officer of the Participating Governmental Entity that approved the Director's appointment, and any vacancy created by the removal of a Director may be filled by the Executive Officer of the Participating Governmental Entity on an interim basis until a successor is duly appointed and confirmed by the Participating Governmental Entity.
(f) At its discretion, the Board of Directors may establish non-voting seats on the Board of Directors for one (1) or more Counties or Municipalities in the region which are
-5- 012897
not Participating Governmental Entities, but which share a common interest in the development of water and/or wastewater treatment systems for the region.
SECTION 6. Board of Directors. Powers, Officers, and Meetings.
(a) The Board of Directors shall be vested with full, absolute, and complete authority and responsibility for the operation, management, conduct, and control of the business and affairs of the Authority herein created; such operation, management,
conduct, and control, however, shall be consistent with existing contractual obligations of
the Creating Governmental Entity or any Participating Governmental Entity. Said authority and responsibility shall include, but not be limited to, the establishment,
promulgation and enforcement of the rules, regulations, or policy of the Authority, the upkeep and maintenance of all property, the administration of the financial affairs of the Authority, and the employment, compensation, discharge, and supervision of all personnel.
(b) A majority of the voting members of the Board of Directors constitutes a quorum, and the Board of Directors shall act by a vote of a majority present at any meeting attended by a quorum.
(c) At its first meeting and at the first meeting of each calendar year thereafter,
the Board of Directors shall elect a Chairman and a Secretary, each of whom shall continue to be voting members of the Board of Directors. The Board of Directors may establish other officer positions from time to time as deemed advisable by the Board of
Directors. All officers must be voting members of the Board of Directors. The Secretary shall keep minutes of all regular and special meetings of the Authority.
(d) The Board of Directors shall hold meetings at such times and places as the Board of Directors may determine and all such meetings shall be public meetings under Tennessee Code Annotated, Title 8, Chapter 44, Part 1. Special meetings may be
called and held upon such notice and in such manner as the Board of Directors may, by resolution, determine. Except as otherwise expressly provided herein, the Board of
-6- 012897
Directors shall establish its own rules of procedure for its Board of Directors meetings.
Any action taken by the Board of Directors exercising its powers and authority under the provisions of this act may be exercised by vote or resolution at any regular or special meeting.
(e) Each Director shall have an equal vote on all matters.
(f) All Directors shall serve without compensation but may receive per diem payments for not more than twelve (12) meetings of the Board of Directors in any calendar year, at a rate not greater than three hundred dollars ($300) per meeting, which the Board of Directors may establish by resolution. Directors may be reimbursed from Authority funds for any actual, reasonable expenses that a Director may incur while engaged in the business of the Authority in accordance with the expense reimbursement policy adopted by the Board of Directors.
SECTION 7. Executive Director.
(a) The Board of Directors may appoint an Executive Director, who shall be the chief executive and administrative officer of the Authority. The Board of Directors may enter into a contract with the Executive Director establishing their salary, term of office,
and duties.
(b) The Executive Director may appoint, and the Board of Directors shall confirm, additional officers, employees, or independent contractors as they are needed.
(c) The Executive Director, once hired, shall prepare annually the operating budget of the Authority and submit the same to the Board of Directors for approval at
least sixty (60) days prior to the beginning of the fiscal year. If such budget shall not have been acted upon by the Board of Directors on the first day of the fiscal year, it shall then automatically go into effect.
(d) The Executive Director shall also submit such periodic reports to the Board of
Directors as the Board of Directors may direct.
-7- 012897
 (e) The Executive Director shall attend all meetings of the Board of Directors but may be excused for executive sessions of the Board of Directors.
SECTION 8. Powers of the Authority.
The Authority shall have the powers necessary to accomplish the purpose of this act including, but not limited to, the following:
(a) To have perpetual succession, to sue and be sued, and to adopt a corporate seal;
(b) To plan for and implement the treatment or distribution of water and the collection and treatment of wastewater in Tipton County and to plan,
establish, acquire, construct, improve, and operate one (1) or more Systems within or without the geographic or service boundaries of the Creating Governmental Entity and any Participating Governmental Entities for the distribution or treatment of water and/or the collection and treatment of
wastewater;
(c) To acquire real or personal property or any interest therein by gift,
lease, or purchase, for any of the purposes herein provided; and to sell, lease, or otherwise dispose of any such property;
(d) To enter into agreements with the Creating Governmental Entity,
Participating Governmental Entities, and any Persons for the orderly transfer of
all or any part of the System of the Creating Governmental Entity, or such Participating Governmental Entity or Person, and to the extent permitted by law and contract, to assume, to reimburse, or to otherwise agree to pay outstanding obligations or liabilities of the Creating Governmental Entity, Participating Governmental Entities, or Persons incurred to acquire, extend, or equip the System;
(e) To make application directly to the proper federal, state, county, and municipal officials and agencies, or to any other source, public or private, for
-8- 012897
loans, grants, guarantees, or other financial assistance in aid of treatment works operated by it and to accept the same;
(f) To make studies and recommend to the appropriate commissions and legislative bodies of the Creating Governmental Entity and Participating Governmental Entities zoning changes in the area of any treatment works operated by the Authority;
(g) To buy, sell, store, treat, and distribute water and to collect and treat wastewater for any County, Municipality, District, or other political subdivision of
the State, the State, or any agency thereof, or the United States or any agency thereof, or any persons whether public or private, and to enter into contracts,
agreements, or other arrangements with the Creating Governmental Entity, any Participating Governmental Entity, any County, any Municipality, any District, or other Persons in connection therewith;
(h) To make and enter into all contracts, trust instruments, agreements,
and other instruments with the Creating Governmental Entity or any Participating Governmental Entity, any other County, Municipality, District, the State or any agency thereof, the United States or any agency thereof, or any Person, whether public or private, Bonds, Notes, loan agreements with the Tennessee Local Development Authority and/or the Tennessee Department of Environment and Conservation, and other forms of indebtedness as if it were a local government as such term is defined in applicable statutes governing grants and loans, to construct, equip, or extend the System, and to enter into contracts for the management and operation of a System or any facilities or service of the Authority for the treatment, processing, collection, storage, transfer, or disposal of water and wastewater;
(i) To incur debts, borrow money, issue Bonds, and provide for the rights of the holders thereof;
-9- 012897
 (j) To apply for, accept, and pledge donations, contributions, loans,
guarantees, financial assistance, capital grants, or gifts from the Creating Governmental Entity, any Participating Governmental Entity, any other County,
Municipality, District, the State or any agency thereof, the United States or any agency thereof, or any Person, whether public or private, for or in aid of the purposes of the Authority, and to enter into agreements in connection therewith and to accept the same;
(k) To pledge all or any part of the revenues, receipts, donations,
contributions, loans, guarantees, financial assistance, capital grants, or gifts of
the Authority, to mortgage and pledge one (1) or more of its Systems or any part or parts thereof, whether then owned or thereafter acqui