Sec. 32-11a. Connecticut Development Authority. Board. Executive director. Surety bond. Conflict of interest. Establishment of subsidiary for redevelopment of contaminated real property.
Sec. 32-11a. Connecticut Development Authority. Board. Executive director.
Surety bond. Conflict of interest. Establishment of subsidiary for redevelopment of
contaminated real property. (a) There is hereby created as a body politic and corporate,
constituting a public instrumentality and political subdivision of the state created for
the performance of an essential public and governmental function, the Connecticut Development Authority which is empowered to carry out the purposes of the authority, as
defined in subsection (t) of section 32-23d, which are hereby determined to be public
purposes for which public funds may be expended. The Connecticut Development Authority shall not be construed to be a department, institution or agency of the state.
(b) All notes, bonds or other obligations issued by the Connecticut Development
Commission for the financing of any project or projects shall be in accordance with
their terms of full force and effect and valid and binding upon the authority as the
successor to the Connecticut Development Commission and with respect to any resolution, contract, deed, trust agreement, mortgage, conditional sale or loan agreement, commitment, obligation or liability or other such document, public record, right, remedy,
special act or public act, obligation, liability or responsibility pertaining thereto, the
authority shall be, and shall be deemed to be, the successor to the Connecticut Development Commission. All properties, rights in land, buildings and equipment and any funds,
moneys, revenues and receipts or assets of such commission pledged or otherwise securing any such notes, bonds or other obligations shall belong to the authority as successor
to the Connecticut Development Commission, subject to such pledges and other security
arrangements and to agreements with the holders of the outstanding notes, bonds or
other obligations. Any resolution with respect to the issuance of bonds of the commission
for the purposes of the act and any other action taken by the commission with respect
to assisting in the financing of any project shall be, or shall be deemed to be, a resolution
of the authority or an action taken by the authority subject only to any agreements with
the holders of outstanding notes, bonds or other obligations of the commission.
(c) The board of directors of the authority shall consist of the Commissioner of
Economic and Community Development, the State Treasurer and the Secretary of the
Office of Policy and Management, each serving ex officio, four members appointed by
the Governor who shall be experienced in the field of financial lending or the development of commerce, trade and business and four members appointed as follows: One by
the president pro tempore of the Senate, one by the minority leader of the Senate, one
by the speaker of the House of Representatives and one by the minority leader of the
House of Representatives. Each ex-officio member may designate a deputy or any member of the agency staff to represent the member at meetings of the authority with full
powers to act and vote on the member's behalf. The chairperson of the board shall be
appointed by the Governor, with the advice and consent of both houses of the General
Assembly. The board shall annually elect one of its members as vice chairperson. Each
member appointed by the Governor shall serve at the pleasure of the Governor but no
longer than the term of office of the Governor or until the member's successor is appointed and qualified, whichever is longer. Each member appointed by a member of
the General Assembly shall serve in accordance with the provisions of section 4-1a.
Members shall receive no compensation but shall be reimbursed for necessary expenses
incurred in the performance of their duties under the authority legislation, as defined in
subsection (hh) of section 32-23d. The Governor shall fill any vacancy for the unexpired
term of a member appointed by the Governor. The appropriate legislative appointing
authority shall fill any vacancy for the unexpired term of a member appointed by such
authority. A member of the board shall be eligible for reappointment. Any member of
the board may be removed by the Governor for misfeasance, malfeasance or wilful
neglect of duty. Each member of the authority before entering upon his or her duties
shall take and subscribe the oath or affirmation required by article XI, section 1, of the
State Constitution. A record of each such oath shall be filed in the office of the Secretary
of the State. Meetings of the board shall be held at such times as shall be specified in
the bylaws adopted by the board and at such other time or times as the chairperson
deems necessary. The board is empowered to adopt bylaws and regulations for putting
into effect the provisions of said chapters and sections. Not later than November first,
annually, the authority shall submit a report to the Commissioner of Economic and
Community Development, the Auditors of Public Accounts and the joint standing committees of the General Assembly having cognizance of matters relating to the Department of Economic and Community Development, appropriations and capital bonding,
which shall include the following information with respect to new and outstanding financial assistance provided by the authority during the twelve-month period ending on June
thirtieth next preceding the date of the report for each financial assistance program
administered by the authority: (1) A list of the names, addresses and locations of all
recipients of such assistance, (2) for each recipient: (A) The business activities, (B)
the Standard Industrial Classification Manual codes, (C) the gross revenues during the
recipient's most recent fiscal year, (D) the number of employees at the time of application, (E) whether the recipient is a minority or woman-owned business, (F) a summary
of the terms and conditions for the assistance, including the type and amount of state
financial assistance, job creation or retention requirements, and anticipated wage rates,
and (G) the amount of investments from private and other nonstate sources that have
been leveraged by the assistance, (3) the economic benefit criteria used in determining
which applications have been approved or disapproved, and (4) for each recipient of
assistance on or after July 1, 1991, a comparison between the number of jobs to be
created, the number of jobs to be retained and the average wage rates for each such
category of jobs, as projected in the recipient's application, versus the actual number
of jobs created, the actual number of jobs retained and the average wage rates for each
such category. The report shall also indicate the actual number of full-time jobs and the
actual number of part-time jobs in each such category and the benefit levels for each
such subcategory. In addition, the report shall state (A) for each final application approved during the twelve-month period covered by the report, (i) the date that the final
application was received by the authority, and (ii) the date of such approval; (B) for
each final application withdrawn during the twelve-month period covered by the report,
(i) the municipality in which the applicant is located, (ii) the Standard Industrial Classification Manual code for the applicant, (iii) the date that the final application was received
by the authority, and (iv) the date of such withdrawal; (C) for each final application
disapproved during the twelve-month period covered by the report, (i) the municipality
in which the applicant is located, (ii) the Standard Industrial Classification Manual code
for the applicant, (iii) the date that the final application was received by the authority,
and (iv) the date of such disapproval; and (D) for each final application on which no
action has been taken by the applicant or the agency in the twelve-month period covered
by the report and for which no report has been submitted under this subsection, (i) the
municipality in which the applicant is located, (ii) the Standard Industrial Classification
Manual code for the applicant, and (iii) the date that the final application was received
by the authority. The November first report shall include a summary of the activities of
the authority, including all activities to assist small businesses and minority business
enterprises, as defined in section 4a-60g, a complete operating and financial statement
and recommendations for legislation to promote the purposes of the authority. The authority shall furnish such additional reports upon the written request of any such committee at such times and containing such information as the committee may request. The
accounts of the authority shall be subject to annual audit by the state Auditors of Public
Accounts. The authority may cause an audit of its books and accounts to be made at
least once each fiscal year by certified public accountants. The powers of the authority
shall be vested in and exercised by not less than six of the members of the board of
directors then in office. Such number of members shall constitute a quorum and the
affirmative vote of a majority of the members present at a meeting of the board shall
be necessary for any action taken by the authority. No vacancy in the membership of
the board shall impair the right to exercise all the rights and perform all the duties of
the authority. Any action taken by the board under the provisions of said chapters and
sections may be authorized by resolution at any regular or special meeting, and each
such resolution shall take effect immediately and need not be published or posted. The
authority shall be exempt from the provisions of section 4-9a.
(d) The board of directors of the authority may delegate to three or more of its
members such board powers and duties as it may deem proper. At least one of such
members shall not be a state employee.
(e) The board of directors of the authority shall adopt written procedures, in accordance with the provisions of section 1-121, for: (1) Adopting an annual budget and plan
of operations, including a requirement of board approval before the budget or plan
may take effect; (2) hiring, dismissing, promoting and compensating employees of the
authority, including an affirmative action policy and a requirement of board approval
before a position may be created or a vacancy filled; (3) acquiring real and personal
property and personal services, including a requirement of board approval for any nonbudgeted expenditure in excess of five thousand dollars; (4) contracting for financial,
legal, bond underwriting and other professional services, including a requirement that
the authority solicit proposals at least once every three years for each such service which
it uses; (5) issuing and retiring bonds, bond anticipation notes and other obligations
of the authority; (6) awarding loans, grants and other financial assistance, including
eligibility criteria, the application process and the role played by the authority's staff
and board of directors and including deadlines for the approval or disapproval of applications for such assistance by the authority on and after July 1, 1996; and (7) the use of
surplus funds to the extent authorized under this chapter or other provisions of the general
statutes.
(f) The board of directors of the authority shall appoint an executive director who
shall not be a member of the board and who shall serve at the pleasure of the board and
receive such compensation as shall be fixed by the board. The executive director may
but need not be the deputy appointed under section 32-1d. He shall be the chief administrative officer of the authority and shall direct and supervise administrative affairs and
technical activities in accordance with the directives of the board. He shall perform such
other duties as may be directed by the board in carrying out the purposes of said chapters
and sections. The executive director shall be exempt from the classified service. The
executive director shall attend all meetings of the board, keep a record of the proceedings
of the board and shall maintain and be custodian of all books, documents and papers
filed with the authority and of the minute book or journal of the authority and of its
official seal. He may cause copies to be made of all minutes and other records and
documents of the authority and may give certificates under the official seal of the authority to the effect that such copies are true copies, and all persons dealing with the authority
may rely upon such certificates.
(g) Each member of the board of directors of the authority shall execute a surety
bond in the penal sum of fifty thousand dollars, or, in lieu thereof, the chairman of the
board shall execute a blanket position bond covering each member and the executive
director and the employees of the authority, each surety bond to be conditioned upon
the faithful performance of the duties of the office or offices covered, to be executed
by a surety company authorized to transact business in this state as surety and to be
approved by the Attorney General and filed in the office of the Secretary of the State.
The cost of each such bond shall be paid by the authority.
(h) Notwithstanding any provision of the law to the contrary, it shall not constitute
a conflict of interest for a trustee, director, partner, officer, stockholder, proprietor,
counsel or employee of any person, or for any other individual having a financial interest
in any person, to serve as a member of the board of directors of the authority; provided
such trustee, director, partner, officer, stockholder, proprietor, counsel, employee or
individual shall file with the authority a record of his capacity with or interest in such
person and abstain and absent himself from any deliberation, action and vote by the
board in specific respect to such person.
(i) The authority shall continue, as long as it shall have bonds or other obligations
outstanding and until its existence is terminated by law. Upon the termination of the
existence of the authority, all its rights and properties shall pass to and be vested in the
state of Connecticut.
(j) Neither members of the board of directors of the authority nor any person executing the notes and bonds shall be liable personally on the notes or bonds or be subject to
any personal liability or accountability by reason of the issuance thereof.
(k) Repealed by P.A. 00-136, S. 9.
(l) (1) The authority may establish one or more subsidiaries to stimulate, encourage
and carry out the remediation, development and financing of contaminated property
within this state, in coordination with the Department of Environmental Protection, and
to provide financial, development and environmental expertise to others including, but
not limited to, municipalities, interested in or undertaking such remediation, development or financing which are determined to be public purposes for which public funds
may be expended. Each subsidiary shall be deemed a quasi-public agency for purposes
of chapter 12. The authority may transfer to any such subsidiary any moneys and real
or personal property. Each such subsidiary shall have all the privileges, immunities, tax
exemptions and other exemptions of the authority.
(2) Each such subsidiary may sue and shall be subject to suit provided the liability
of each such subsidiary shall be limited solely to the assets, revenues and resources of
such subsidiary and without recourse to the general funds, revenues, resources or any
other assets of the authority or any other subsidiary. No such subsidiary may provide
for any bonded indebtedness of the state for the cost of any liability or contingent liability
for the remediation of contaminated real property unless such indebtedness is specifically authorized by an act of the General Assembly. Each such subsidiary shall have
the power to do all acts and things necessary or convenient to carry out the purposes of
this subsection, section 12-81r, subsection (h) of section 22a-133m, subsection (a) of
section 22a-133x, sections 22a-133aa, 22a-133bb and 22a-133dd, subsection (l) of section 22a-134, and sections 22a-452f, 32-7e and 32-23pp to 32-23rr, inclusive, including,
but not limited to, (i) solicit, receive and accept aid, grants or contributions from any
source of money, property or labor or other things of value, to be held, used and applied
to carry out the purposes of this subsection, section 12-81r, subsection (h) of section
22a-133m, subsection (a) of section 22a-133x, sections 22a-133aa, 22a-133bb and 22a-133dd, subsection (l) of section 22a-134, and sections 22a-452f, 32-7e and 32-23pp to
32-23rr, inclusive, subject to the conditions upon which such grants and contributions
may be made, including but not limited to, gifts, grants or loans, from any department,
agency or quasi-public agency of the United States or the state; (ii) enter into agreements
with persons upon such terms and conditions as are consistent with the purposes of
such subsidiary to acquire or facilitate the remediation, development or financing of
contaminated real or personal property; (iii) to acquire, take title, lease, purchase, own,
manage, hold and dispose of real and personal property and lease, convey or deal in or
enter into agreements with respect to such property; (iv) examine, inspect, rehabilitate,
remediate or improve real or personal property or engage others to do so on such subsidiary's behalf, or enter into contracts therefor; (v) mortgage, convey or dispose of its
assets and pledge its revenues in order to secure any borrowing, for the purpose of
financing, refinancing, rehabilitating, remediating, improving or developing its assets,
provided each such borrowing or mortgage shall be a special obligation of such subsidiary, which obligation may be in the form of notes, bonds, bond anticipation notes and
other obligations issued by or to such subsidiary to the extent permitted under this chapter
to fund and refund the same and provide for the rights of the holders thereof, and to
secure the same by pledge of revenues, notes or other assets and which shall be payable
solely from the assets, revenues and other resources of such subsidiary; (vi) to create
real estate investment trusts or similar entities or to become a member of a limited
liability company or to become a partner in limited or general partnerships or establish
other contractual arrangements with private and public sector entities as such subsidiary
deems necessary to remediate, develop or finance environmentally contaminated property in the state; and (vii) any other powers enumerated in subsection (e) of section 32-23 necessary or appropriate to carry out the purposes of this subsection, subsection (h)
of section 22a-133m, subsection (a) of section 22a-133x, sections 22a-133aa, 22a-133bb
and 22a-133dd, subsection (l) of section 22a-134, and sections 22a-452f, 32-7e, and 32-23pp to 32-23rr, inclusive. The board of directors, executive director, officers and staff
of the authority may serve as members of any advisory or other board which may be
established to carry out the purposes of this subsection, subsection (h) of section 22a-133m, subsection (a) of section 22a-133x, sections 22a-133aa, 22a-133bb and 22a-133dd, subsection (l) of section 22a-134, and sections 22a-452f, 32-7e, and 32-23pp to
32-23rr, inclusive.
(3) Each such subsidiary shall act through its board of directors at least one-half of
which shall be members of the board of directors of the authority or their designees or
officers or employees of the authority. A resolution of the authority shall prescribe the
purposes for which each such subsidiary is formed.
(4) The provisions of section 1-125 and this subsection shall apply to any officer,
director, designee, or employee appointed as a member, director, or officer of any such
subsidiary. Neither any such persons so appointed nor the directors, officers or employees of the authority shall be personally liable for the debts, obligations, or liabilities of
any such subsidiary as provided in said section 1-125. Each subsidiary shall and the
authority may provide for the indemnification to protect, save harmless and indemnify
such officer, director, designee or employee as provided by said section 1-125.
(5) The authority or any such subsidiary may take such actions as are necessary to
comply with the provisions of the Internal Revenue Code of 1986 or any subsequent
corresponding internal revenue code of the United States, as from time to time amended,
to qualify and maintain any such subsidiary as a corporation exempt from taxation under
said Internal Revenue Code.
(6) The authority may make loans or grants to, and may guarantee specified obligations of, any such subsidiary, following standard authority procedures, from the authority's assets and the proceeds of its bonds, notes, and other obligations, provided however,
that the source and security, if any, for the repayment of any such loans or guarantees
is derived from the assets, revenues and resources of such subsidiary.
(7) Notwithstanding any other provisions of law, the Commissioner of Environmental Protection shall issue to the authority or any subsidiary a covenant not to sue, pursuant
to section 22a-133aa or section 22a-133bb, as applicable, without fee, as otherwise
required in subsection (c) of said section 22a-133aa for the remediation of a facility in
accordance with an approved remediation plan.
(P.A. 73-599, S. 5; P.A. 75-60, S. 1, 2; P.A. 77-370, S. 8, 13; 77-614, S. 19, 284, 610; P.A. 78-303, S. 106, 107, 136;
P.A. 81-384, S. 1, 13; P.A. 84-512, S. 17, 18, 30; P.A. 88-225, S. 8, 14; 88-265, S. 1, 2, 36; 88-266, S. 11, 46; P.A. 93-382, S. 2, 69; June Sp. Sess. P.A. 93-1, S. 41, 45; P.A. 95-249, S. 2, 4; 95-250, S. 1; P.A. 96-211, S. 1, 5, 6; P.A. 97-219,
S. 1; P.A. 98-253, S. 7; P.A. 99-30, S. 2; P.A. 00-136, S. 9; P.A. 01-179, S. 4-6; P.A. 03-19, S. 74, 75.)
History: P.A. 75-60 included references to stockholders in Subsec. (f); P.A. 77-370 added Subsec. (i) re disclosure of
information; P.A. 77-614 replaced commissioner of finance and control with secretary of the office of policy and management and, effective January 1, 1979, replaced commissioner and department of commerce with commissioner and department of economic development; P.A. 78-303 deleted references to Sec. 4-60a in Subsecs. (a) and (c); P.A. 81-384 added
"proprietor" to Subsec. (f) concerning conflicts of interest; P.A. 84-512 deleted references to Secs. 4-5 and 4-24a in Subsecs.
(a) and (c); P.A. 88-225 amended Subsec. (f) to apply provisions to individuals "having financial interest in any person";
P.A. 88-265 made technical changes and removed the Connecticut development authority from the department of economic
development in Subsec. (a) and made technical changes re appointment of members, added reporting requirements and
exempted the authority from the requirements of Sec. 4-9a in Subsec. (c); P.A. 88-266 amended Subsec. (a) by inserting
reference to governmental function and providing that the authority shall not be construed to be department, institution or
agency of state, amended Subsec. (c) by inserting reference to board of directors of the authority, requiring chairperson
of board to be appointed by governor with advice and consent of general assembly instead of requiring that commissioner
of economic development be chairman and substituting "board" for "authority", designated provisions in Subsec. (c) re
delegation of powers and duties as Subsec. (d) and in that Subsec. authorized board to delegate powers and duties to three
or more of its members, at least one of whom shall not be a state employee, instead of to one or more its members, or its
officers, agent or employees, added Subsec. (e) re adoption of written procedures, relettered former Subsecs. (d), (e), (f),
(g), (h) and (i) as Subsecs. (f), (g), (h), (i), (j) and (k), respectively, and, in said Subsecs., added "board of directors of the"
and substituted "board" for "authority"; (Revisor's note: In 1993 the obsolete references in Subsecs. (a) and (c) to repealed
Sec. 36-322 were deleted editorially and the wording adjusted accordingly); P.A. 93-382 amended Subsec. (c) to require
authority to report semiannually instead of annually and also submit reports to auditors of public accounts and general
assembly committee having cognizance of matters relating to appropriations and to substantially revise content of reports,
effective July 1, 1993; June Sp. Sess. P.A. 93-1 amended Subsec. (c) to add four legislative appointments to the board of
directors, to revise length of terms of gubernatorial appointees and to specify term length for legislative appointees and to
clarify procedure for filling unexpired terms, effective July 1, 1993; P.A. 95-249 amended Subsec. (e)(6) to require board
to adopt procedures for deadlines for approving or disapproving assistance applications, effective July 1, 1995; P.A.
95-250 and P.A. 96-211 replaced Commissioner and Department of Economic Development with Commissioner and
Department of Economic and Community Development; P.A. 97-219 amended Subsec. (c) to require semiannual reports
to include data re final applications approved, withdrawn, disapproved and not acted on; P.A. 98-253 added Subsec. (l) re
establishment of subsidiaries for redevelopment of contaminated real property (Revisor's note: In Subsec. (l)(2)(iv) the
Revisors editorially changed the phrase "... or enter into contracts therefore" to "... or enter into contracts therefor"); P.A.
99-30 changed a requirement for a biannual report regarding financial assistance provided by the authority to an annual
report; P.A. 00-136 repealed Subsec. (k) which had exempted information contained in applications for financial assistance
and all information obtained by the authority or the department from provisions of Sec. 1-210(a); P.A. 01-179 amended
Subsec. (a) to redefine the purposes of the authority by deleting former references and adding reference to Sec. 32-23d(t),
amended Subsec. (c) by making technical changes for purposes of gender neutrality and, re duties for which the members
of the authority may be reimbursed, by deleting former references and adding provision re authority legislation as defined
in Sec. 32-23d(hh) and amended Subsec. (l)(6) to add provisions authorizing the authority to make grants to or guarantee
obligations of subsidiaries; P.A. 03-19 made technical changes in Subsecs. (c) and (l)(6), effective May 12, 2003.
See Sec. 32-23e re powers of authority.
See Sec. 32-23s re interpretation of amendments to this section effective on June 29, 1981.
Subsec. (c):
Cited. 230 C. 24.