Bylaws of PfISD Workforce Housing

Section 1. Name The name of this corporation shall be Pflugerville Independent School District Workforce Housing Public Finance Corporation (the “Corporation” or “PFC”).

Section 2. Purpose The Corporation is organized under Chapter 303 of the Texas Local Government Code (the “Act”) as a nonprofit public facility corporation. Its purpose is to support the educational mission of Pflugerville Independent School District (“District”) by financing, acquiring, leasing, managing, or constructing public facilities—specifically affordable housing for District personnel also known as workforce housing. The Corporation shall have and possess the broadest possible powers to finance, refinance or provide for the acquisition, construction, rehabilitation, renovation, repair, equipping, furnishing, and placement in service of such public facilities of the District under the terms of the Act.

Section 3. Legal Foundation These Bylaws are adopted in accordance with the District’s Administrative Regulation titled “Establishment and Oversight of the Public Facility Corporation” and shall be interpreted consistent with its provisions, as may be amended or restated.

Section 1. Composition The Corporation shall be governed by a five-member Board of Directors (the “Board”), as follows:
● Two (2) Trustees of the District’s Board of Trustees, appointed by the District’s Board of Trustees for staggered two-year terms. Provided, however, one director shall have an initial term of three year at the creation of the Corporation.
● One (1) community member appointed by the Superintendent and confirmed by the District’s Board of Trustees, each serving staggered two-year terms. Provided, however,
one director shall have an initial term of three year at the creation of the Corporation.
● Two (2) District staff members appointed by the Superintendent and confirmed by the District’s Board of Trustees for a staggered two-year term. Once staff member shall be certificated.
● The Superintendent shall serve as the ex officio member of the Corporation. The Superintendent shall not vote on matters unless expressly authorized by Board policy or unless casting a tie-breaking vote. The Superintendent shall provide administrative support services for the Corporation.

Section 2. Qualifications Appointed community members must demonstrate expertise in finance, real estate, public administration, or a related field relevant to the Corporation’s mission.

Section 3. Vacancies If a vacancy occurs, the Superintendent shall nominate a replacement subject to confirmation by the District’s Board of Trustees. The replacement shall serve the remainder of the unexpired term.

Section 4. Committees The Board may create standing or ad hoc committees to oversee specific functions such as finance, housing eligibility, or community engagement.

Section 5. Removal
The District’s Board of Trustees may remove a director for cause or at any time without cause.

Section 1. Meetings The Corporation shall meet at least once annually and up to four times per year. Additional meetings may be called by the Superintendent, the Board of Directors, or the District’s Board of Trustees.

Section 2. Open Meetings Compliance All meetings shall comply with the Texas Open Meetings Act (Texas Government Code, Chapter 551), including notice requirements, agenda postings, and public access.

Section 3. Records and Reporting Meeting agendas, minutes, and summaries shall be publicly posted according to District protocols. The Corporation shall submit an annual report, to the District’s Board of Trustees within 180 days of the fiscal year end, including:
● Housing project activities and milestones
● Financial performance
● Compliance and audit outcomes
● Planned or proposed future projects

Section 4. Community Engagement The Corporation shall host at least one annual stakeholder session open to staff and the public, to gather input and present updates. Feedback on the annual report shall be invited via District channels.
 

Section 1. Spending Authority
● The Superintendent may approve transactions up to and including $50,000.
● The Board of Directors must approve transactions exceeding $50,000. The Board of Trustees shall be notified of such actions.
● All multi-year agreements, real estate acquisitions, management agreements, development agreements, or transactions exceeding $500,000 require joint approval by both the Board of Directors and the Disctrict’s Board of Trustees.
● Any issuance of debt by the Corporation shall be in accordance with the Act and shall be approved by the Board of Trustees.

Section 2. Procurement and Contracts The Corporation may enter into contracts with third parties, including property managers, developers, or consultants, consistent with District procurement standards and applicable state law.

Section 3. Independent Audit An annual independent financial audit shall be completed. Results shall be submitted to the Superintendent and shared with the Board of Trustees within 180 days of the fiscal year end.

Section 4. Corrective Action If the audit identifies material deficiencies, the Board shall develop a corrective action plan within 60 days and monitor its implementation.

Section 1. Disclosure Requirements All Directors and the Superintendent shall file an annual written conflict of interest disclosure and promptly update it as necessary.

Section 2. Recusal Any member with a real or perceived conflict must recuse themselves from related deliberations and decisions.

Section 3. Ethics Compliance The Corporation shall comply with all applicable ethics provisions of the District and the laws of the State of Texas.

Section 1. Housing Purpose The Corporation may develop, own, or manage affordable housing properties for District employees and may contract with third-party property managers. Such housing shall not constitute multi-family housing under the Act.

Section 2. Housing Eligibility Guidelines The Board shall adopt formal criteria and processes for housing eligibility, including:
● Priority for full-time District employees
● Income or salary bands
● Application and waitlist procedures
● Lease terms and tenant responsibilities
● Annual residency certification

Section 3. Partnership Standards Any external housing or development partner must comply with criteria established by the Board, including performance standards and alignment with District values.

Section 1. Alignment with District Mission All Corporation activities must support the goals of the District’s adopted strategic plan and in furtherance of the public purpose set forth for the Corporation by the District.

Section 2. Documentation and Evaluation All project recommendations shall be data-supported and documented. These records shall be maintained for transparency and made available upon request.

Section 3. Regulatory Compliance The Corporation shall comply with:
● Texas Local Government Code Chapter 303
● Texas Non-Profit Corporation Act, Chapter 22, Texas Business Organizations Code
● Texas Administrative Code Title 10, Chapter 10
● Texas Open Meetings Act, Texas Government Code, Chapter 551
● Texas Public Information Act, Texas Government Code, Chapter 552
● Internal Revenue Service and state nonprofit regulations
● Any District policies applicable to subsidiary entities

These Bylaws may be amended by a majority vote of the Board of Directors, subject to approval by the Board of Trustees of the District.

• Board of Directors: The governing board of Corporation.
• Board of Trustees: The elected governing board of the District.
• Superintendent: The chief executive of the District; serves as ex-officio member of the PFC.
• Corporation or PFC: Pflugerville Independent School District Workforce Housing Public Facilities Corporation.