Subtitle I.
General
provisions
Section 1701.1
Purpose and enabling legislation.
These rules implement Title Four, Chapter Thirty Five,
Subchapters One and Two of the Arkansas Code Annotated, by establishing a
procedure by which two or more persons or a qualified corporation may form or
convert to a water authority for one or more of these allowed purposes:
A. To sell, transmit, and distribute potable
water to members of the public and others; or
B. To collect, remove, reduce, treat, purify,
dispose and handle liquid and solid waste, sewage, and industrial waste, and
refuse.
Section 1701.2
Definitions.
A. "Applicant"
means two or more persons or a qualified corporation seeking to form or convert
to a water authority for one or more allowed purposes.
B. "Application" means all documents
submitted by the applicant to the Executive Director as required in Sections
1702.1
and
1703.1.
C. "Certificate of Existence" means the
document issued by the Executive Director which brings a water authority into
existence.
D. "Commission" means
the Arkansas Natural Resources Commission.
E. "Executive Director" means the Executive
Director/Ex-Officio Secretary of the Commission.
F. "Qualified corporation" means any
nonprofit corporation originally formed pursuant to the Arkansas Nonprofit
Corporation Act of 1993, codified at §
4-28-201 et seq., or a
predecessor statute formed for one of more of the allowed purposes.
G. "Service area" means a specific region for
which Applicant has received water plan compliance approval to provide water or
sewer service pursuant to ANRC Title VI, Water Plan Compliance Review
Procedures.
H. "Users" means
members of the public and commercial, industrial, and other users who receive
services directly from a water authority.
I. "Water authority" means a public body
politic and governmental entity organized pursuant to Ark. Code Ann. §
4-35-101 et
seq.
J. "Water plan approval" or
"Water plan compliance" or "water plan certification" means authorization from
the Commission to construct, operate, manage, or maintain a water development
project.
Section 1701.3
Hearing.
The Executive Director at his or her discretion may conduct a
hearing with respect to any application for a Certificate of Existence under
this title or for approval of an amendment to a water authority's articles or
bylaws requested pursuant to this Title.
Section 1701.4
Approval of service area
requires water plan certification.
A.
The Executive Director's decision to issue a Certificate of Existence to an
applicant approves formation or conversion to a water authority.
B. Any applicant proposing to provide water
or sewer service must obtain approval of service area through the Commission's
Water Plan Compliance Review Procedures, Title 6, and will need to apply to
that program independently of the water authority application.
C. Any applicant who has already received
water plan compliance approval to provide water or sewer service to a service
area will retain such approval as a water authority.
D. The Executive Director must provide
written approval for any amendment to an article or bylaw that would change a
water authority's water or sewer service area. Before the Executive Director
will provide written approval, the authority must first receive water plan
compliance approval pursuant to ANRC Title VI, Water Plan Compliance Review
Procedures.
Subtitle
II.
Formation of a water
authority
Section 1702.1
Formation of water authority- application.
Two or more persons, which may include cities, counties public
bodies, or non-profit corporations, may apply to form a water authority by
presenting to and filing the following with the Executive Director:
A. Articles of formation and constitution
which must include the following information:
1. The name of the water authority, which
must be "The ____________ Public Water Authority of the State of Arkansas," or
similar name;
2. The location of
the water authority's principal office;
3. The number of directors of the water
authority, which must be at least five and subject to change and modification
as provided in its bylaws;
4. The
names and addresses of the proposed initial board of directors of the water
authority;
5. The name and address
of the water authority's agent for service of process;
6. A general description of the area to which
the authority will provide service; and
7. A brief statement showing the necessity
for forming the proposed water authority and describing the benefits to be
received by the residents and property owners who will receive service from the
authority;
B. A copy of
the applicant's proposed bylaws;
C.
A statement and certification from the Secretary of State that the name of the
proposed water authority is not identical with that of any other water
authority, or so nearly similar thereto as to lead to confusion and
uncertainty;
D. A filing and review
fee of $750, which the Commission will deposit in the Water Development Fund as
provided in Ark. Code Ann. §15- 20-209 and §
15-22-514;
E. Any other information that the initial
board of directors may deem necessary and appropriate; and
F. Any other information and documents which
the Executive Director may designate and require.
Section 1702.2
Review procedure.
A. When the Executive Director receives an
application, the Executive Director must review it to ascertain its
completeness and accuracy.
B. The
applicant must provide any additional items or information requested by the
Executive Director.
Section
1702.4
Approval of formation.
A. Based upon the application, and any
information deemed pertinent by the Executive Director, the Director will
determine whether to issue a Certificate of Existence.
B. The Executive Director will approve or
disapprove formation and will state reasons for disapproval in
writing.
C. The water authority may
request a hearing regarding an unfavorable determination in accordance with
Commission rules, Title 1, Rules of Organization and General Operation.
Subtitle III.
Conversion of existing qualified
corporations
Section
1703.1
Conversion to a water authority - application.
Whenever a qualified corporation desires to convert to and become
reconstituted as a water authority, the qualified corporation must file with
the Executive Director:
A. A
resolution duly adopted by the applicant's board of directors evidencing the
desire to convert to and become reconstituted as a water authority and
certifying that the applicant:
1. Was
initially formed as a non-profit corporation;
2. Cannot directly access the tax-exempt
capital markets other than through a conduit issuer; and
3. Desires to realize interest rate savings
as a result of its conversion and reconstitution as a water
authority;
B. Articles of
conversion and reconstitution which must be signed by a majority of the water
authority's proposed initial board of directors and which must state the
following information:
1. The name of the
water authority, which must be "The ____________ Public Water Authority of the
State of Arkansas," or similar name,
2. The location of the water authority's
principal office,
3. The number of
directors of the water authority, which number must be at least five and
subject to change and modification as provided in its bylaws,
4. The names and addresses of the proposed
initial board of directors of the water authority,
5. The name and address of the water
authority's agent for service of process; and
6. The qualified corporation's existing
service area and a general description of any other areas to which the
authority would like to provide service; and
C. A copy of the water authority's proposed
bylaws along with any other information which the proposed initial board of
directors may deem necessary and appropriate;
D. A statement and certification from the
Secretary of State that the name of the proposed public water authority is not
identical with that of any other water authority, or so nearly similar thereto
as to lead to confusion and uncertainty;
E. A filing and review fee of $750, which the
Commission must deposit in the Water Development Fund as provided in Ark. Code
Ann. §
15-20-209
and §
15-22-514;
F. Any other information that the proposed
initial board of directors may deem necessary and appropriate; and
G. Any other information and documents which
the Executive Director may designate and require.
Section 1703.2
No members.
A. In addition to the requirements of Section
1703.1,
if the qualified corporation seeking to become a water authority has members,
the qualified corporation must also submit a resolution approved by the members
that conforms to the requirements of Section
1703.1
A.
1. Membership approval of conversion must
be obtained in the manner determined prior to conversion under the qualified
corporation's articles, bylaws, or applicable statutes.
2. After conversion, the water authority will
have no members.
B. Any
entity that converted to a water authority according to the Commission's rules
and existing law prior to Act 1330 of 2003 will be deemed to have complied with
this title.
Section
1703.3
Review procedure.
A. When the Executive Director receives an
application, the Executive Director will review it to ascertain its
completeness and accuracy.
B. The
applicant must provide any additional items or information requested by the
Executive Director.
Section
1703.4
Approval of conversion.
A. Based upon the application and any
information deemed pertinent by the Executive Director, the Director will
determine whether to issue a Certificate of Existence.
B. The Executive Director will approve or
disapprove conversion and will state reasons for disapproval in
writing.
C. The water authority may
request a hearing regarding an unfavorable determination in accordance with
Commission rules, Title 1, Rules of Organization and General Operation.
Subtitle IV.
Certificate of Existence
Section 1704.1
Issuance of Certificate
of Existence.
A. If the application is
found by the Executive Director to be complete and accurate, the Executive
Director will issue a Certificate of Existence. The water authority referred to
therein will come into existence as a public body politic and governmental
entity of the state under the name set forth in the Certificate of
Existence.
B. The water authority
will then be vested with the rights and powers granted in Title Four, Chapter
Thirty Five, Subchapter One of the Arkansas Code Annotated.
Section 1704.2
Filing with Secretary of
State.
After issuance of the Certificate of Existence, the Commission
will file the water authority's articles of constitution or articles of
conversion and reconstitution in the office of the Secretary of State. In cases
of conversion, filing with the Secretary of State will terminate and dissolve
the previous corporate existence of the qualified corporation effective as of
the date of the issuance of the Certificate of
Existence.
Subtitle
V.
Amendment to articles or
bylaws
Section 1705.1
Amendment to articles.
A. Any
amendment to articles must be filed with the Executive Director along with the
following information:
1. The name of the
water authority,
2. The text of the
amendment adopted,
3. The date of
each amendment's adoption, and
4. A
statement that the amendment was approved by a sufficient vote of the board of
directors.
B. If the
amendment concerns a change to the water authority's geographic service area,
the water authority must first apply for and obtain water plan approval
pursuant to ANRC Title VI, Water Plan Compliance Review Procedures before the
Executive Director will approve the amended article.
Section 1705.2
Amendments to
bylaws.
A. A water authority is only
required to obtain written approval for a proposed bylaw amendment from the
Executive Director if the proposed amendment changes any of the following:
1. the number of directors,
2. the procedure for nominating or electing
directors, or
3. the water
authority's geographic service area.
B. If the proposed amendment concerns a
change to the water authority's geographic service area, the water authority
must first apply for and obtain water plan approval pursuant to ANRC Title VI,
Water Plan Compliance Review Procedures before the Executive Director will
approve the amended bylaw.
C. The
Executive Director will review the proposed amendment and will give the water
authority written notice of the decision.
D. If the Executive Director disapproves the
proposed amendment, the Executive Director will issue the reason or reasons for
his decision in writing.
E. If the
water authority submitted the proposed bylaw amendment to the Executive
Director for review before following its own internal procedures for amending
bylaws, the water authority will need to provide documentation to the Executive
Director showing that the amended bylaw has been validly adopted before the
authority will be deemed to have complied with Ark. Code Ann. §
4-35-208.
F. With the exception of a proposed amendment
changing geographic service area, the water authority may request a hearing
regarding an unfavorable determination in accordance with Commission rules,
Title 1, Rules of Organization and General
Operation.
Subtitle
VI.
Dissolution
Section 1706.1
Articles of
dissolution.
Any water authority that intends to transfer, merge, consolidate,
or otherwise dissolve its existence, must file articles of dissolution with the
Executive Director.
Section
1706.2
Disposal of assets.
Upon dissolution, any assets of a water authority remaining after
payment of claims and liabilities of the water authority must be transferred to
the successor water authority, if applicable, or to the
Commission.