CHAPTER 393

An Act to provide for the creation of “public recreation facilities au-
thorities”; to provide for the composition, government, powers and
duties thereof and other matters pertaining thereto; to authorize
such authorities to acquire, construct, improve and operate audt-
toriums, coliseums, convention centers, arenas, field houses, stadiums,
football fields, baseball parks, fairgrounds, gardens, parks, zoos and
museums, or any of them; to provide for the issuance of bonds and
the terms and conditions of such issuance; to provide for the wmposi-
tion and collection of fees, rents and other charges for the use of
such facilities; and to exempt from taxation and assessments suth
bonds and facilities and the income therefrom.

[S 287]

Approved March 30, 1962

Be it enacted by the General Assembly of Virginia:

§ 1. The act shall be known and may be cited as the “Public Recre-
ational Facilities Authorities Act.”

§ 2. As used in this act, the following words and terms shall have
the following meanings unless the context shall indicate another meaning or
intent:

(a) The word “authority” shall mean an authority created under
the provisions of § 3 of this act or, if any such authority shall be abolished
the board, body, or commission succeeding to the principal functions
thereof or to whom the powers given by this act to such authority shall be
given by law.

(b) The word “county” shall mean any county in the Commonwealth.

(c) The word “municipality” shall mean any city or town in-
corporated under the laws of the Commonwealth.

; (d) The term “political subdivision” shall mean a county or munic-
ipality.

(e) The term “governing body” shall mean in the case of a county
the board of supervisors and in the case of a municipality the board,
commission, council or other body by whatever name it may be known,
in which the general legislative powers of the municipality are vested.

({) The term “federal agency” shall mean and include the United
States of America or any department, bureau, agency or instrumentality

ereof.

(g) The word “project” or “projects” shall mean any one or more of
the following: auditorium, coliseum, convention center, arena, field house,
stadium, football field, baseball park, fairground, garden, park, zoo and
museum, as such terms are generally used, and parking facilities in con-
nection with any of the foregoing, including all buildings, structures and
other facilities and appurtenances thereto which the authority may deem
necessary and desirable, together with all property, rights, easements and
interest which may be acquired by the authority for the construction,
improvement and operation of any of the foregoing.

(h) The word “cost” as applied to any project shall include the
cost of acquisition or construction, the cost of any subsequent additions
thereto or expansion thereof, the cost of the acquisition of all land, rights
of way, property, rights, easements and interests acquired by the authority
for such construction, additions or expansion, the cost of demolishing or
removing any building or structure on land so acquired, including the
cost of acquiring any lands to which such building or structures may be
moved, the cost of all equipment, financing charges, insurance, interest
prior to and during such construction, and during the construction of
any addition or expansion, and if deemed advisable by the authority, for a
period not exceeding one year after completion of such construction, ad-
dition or expansion, the cost of surveys, engineering and architectural
expenses, borings, plans and specifications and other engineering and
architectural services, legal expenses, administrative expenses and such
other expenses as may be necessary or incident to the construction of the
project, and of such subsequent additions thereto or expansion thereof,
the cost of financing such construction, additions or expansion and placing
the project and such additions or expansion in operation.

§ 3(a).The governing body of a political subdivision may by ordinance
or resolution, or the governing bodies of two or more political subdivisions,
may by concurrent ordinances or resolutions, signify their intention to
adopt an ordinance or resolution to create an authority under an ap-
propriate name and title containing the word “authority.” The governing
body of each participating political subdivision shall hold a public hearing
thereon, notice of which hearing shall be given by publication at least once,
not less than ten days prior to the date fixed for such hearing, in a
newspaper having a general circulation in such political subdivision.
Such notice shall contain a brief statement of the substance of the pro-
posed resolution, shall set forth the proposed articles of incorporation
of the authority and shall state the time and place of the public hearing.
The governing body of any such political subdivision may at its discretion
by resolution call for a referendum in such political subdivision on the
question of the creation of an authority, which shall be held as provided
by § 24-141 of the Code of Virginia of 1950. When a referendum is to
be held in more than one political subdivision, the referendum shall be
held on the same date in all of such political subdivisions.

(bo) The articles of incorporation shall set forth:

(1) The name of the authority and address of its principal office.

(2) A statement that the authority is created under this act.

(3) The name of each participating political subdivision.

(4) The names, addresses and terms of office of the first members
of the authority.
(5) The purpose or purposes for which the authority is to be created.

(c) Passage of such ordinance or resolution by the governing body or
governing bodies shall constitute the authority a public body politic and
corporate of the Commonwealth. ,

(d) Any political subdivision may become a member of an existing
authority, and any political subdivision which is a member of an existing
authority may withdraw therefrom, but no political subdivision shall be
permitted to withdraw from any authority after an obligation has been
incurred by the authority.

§ 4. The powers of each authority created hereunder shall be exercised
by a commission which shall consist of not less than five nor more than
nine members who shall be appointed by the governing bodies of the
participating political, subdivisions and who shall be selected in the man-
ner and for the terms provided by the ordinance or resolution creating
the authority. The members of the commission shall elect one of their
number chairman and shall elect a secretary and treasurer who need
not be members of the commission. The offices of secretary and treasurer
may be combined. A majority of the members of the commission shall
‘constitute a quorum and the vote of a majority of such members shall be
necessary for any action taken by the authority. No vacancy in the mem-
bership of the commission shall impair the right of a quorum to exercise
all the rights and perform all the duties of the authority. The members of
the commission shall be reimbursed for the amount of actual expenses
incurred by them in the performance of their duties. The governing
bodies of the participating political subdivisions may provide for com-
pensation of the members of the commission.

§ 5. Each authority created hereunder shall be deemed to be an
instrumentality exercising public and essential governmental] functions to
provide for the public health and welfare, and each such authority is
hereby authorized and empowered:

(a) To have existence for such term of years as specified by the
participating political subdivisions;

(b) To contract and be contracted with; to sue and be sued; to make
and from time to time amend and repeal by-laws, rules and regulations
not inconsistent with general law to carry out its purposes; and to adopt
a corporate seal and alter the same at its pleasure;

(c) To acquire, purchase, lease as lessee, construct, reconstruct, im-
prove, extend, operate and maintain projects within or without any of the
participating political subdivisions; and to acquire by gift or purchase
lands or rights in land in connection therewith and to sell, lease as lessor,
transfer or dispose of any property or interest therein acquired by it,
at any time;

(d) To lease all or any part of any project upon any such terms or
conditions and for such term of years as it may deem advisable to carry
out the provisions of this act;

(e) To regulate the uses of all lands and facilities under control of the

authority ;
, (f) To fix and revise from time to time and to charge and collect
fees, rents and other charges for the use of any project or facilities
thereof owned or controlled, and to establish and revise from time to
‘ime regulations in respect of the use, operation and occupancy of any
3uch project or facilities thereof ;

(zg) To enter into contracts with any participating political sub-
livision, the Commonwealth, or any political subdivision, agency or in-
sjtrumentality thereof, any federal agency or with any unit, private
corporation, copartnership, association, or individual providing for 01
relating to any project;

(h) To accept grants and gifts from any participating political sub-
division, the Commonwealth or any political subdivision, agency or in
strumentality thereof, any federal agency and from any unit, private
corporation, copartnership, association or individual;

(i) To issue bonds and refunding bonds of the authority, such bonds
to be payable solely from funds of the authority;

(j) To make and enter into all contracts and agreements necessary
or incidental to the performance of its duties and the execution of its
powers under this act, including a trust agreement or trust agreements
securing any bonds or refunding bonds issued hereunder; and

(k) To do all acts and things necessary or convenient to carry out
the powers granted by this act.

§ 6. Each participating political subdivision is hereby authorized
and empowered:

(a) To transfer jurisdiction over, to lease, lend, grant or convey
to the authority at its request, with or without consideration, such real
or personal property as may be necessary or desirable to carry out the
purposes of the authority, upon such terms and conditions as the gov-
erning body of such participating political subdivision shall determine
to be for its best interests.

(b) To make appropriations and to provide funds for any purpose
of the authority, including the acquisition, construction, improvement
and operation of any project or facilities thereof and payment of prin-
cipal and interest on its indebtedness.

§ 7. The authority may acquire or construct and maintain and op-
erate any one or more projects under this act in such manner as the
authority may determine, and the authority may operate each project
separately or it may operate one or more projects together. The au-
thority shall have exclusive control over the revenues derived from its
operations and may use revenues from one project in connection with
any other project. No person, firm, association or corporation shall re-
ceive any profit or dividend from the revenues, earnings or other funds
or assets of the authority other than for debts contracted, for services
rendered, for materials and supplies furnished and for other value actually
received by the authority.

§ 8. The authority is hereby authorized to issue bonds from time
to time in its discretion for the purpose of paying all or any part of
the cost of acquiring, purchasing, constructing, reconstructing, improving
or extending any project and acquiring necessary land and equipment
therefor. The authority may issue such types of bonds as it may de-
termine, including (without limitating the generality of the foregoing)
bonds payable as to principal and interest: (a) from its revenues gen-
erally; (b) exclusively from the income and revenues of a particular
project; or (c) exclusively from the income and revenues of certain
designated projects, whether or not they are financed in whole or in
part from the proceeds of such bonds.

Any such bonds may be additionally secured by a pledge of any
grant or contribution from a participating political subdivision, the
Commonwealth or any political subdivision, agency or instrumentality
thereof, any federal agency or any unit, private corporation, copartner-
ship, association, or individual, or a pledge of any income or revenues
of the authority, or a mortgage of any project or other property of the
authority.

Neither the commissioners of the authority nor any person executing
the bonds shall be liable personally on the bonds by reason of the is-
suance thereof. The bonds and other obligations of the authority (and
such bonds and obligations shall so state on their face) shall not be a
debt of the Commonwealth or any political subdivision thereof and neither
the Commonwealth nor any political subdivision thereof other than the
authority shall be liable thereon, nor shall such bonds or obligations
be payable out of any funds or properties other than those of the au-
thority. The bonds shall not constitute an indebtedness within the mean-
ing of any debt limitation or restriction. Bonds of the authority are
declared to be issued for an essential public and governmental purpose.

§ 9. Bonds of the authority shall be authorized by resolution and
may be issued in one or more series, shall be dated, shall mature at such
time or times not exceeding forty years from their date or dates and
shall bear interest at such rate or rates not exceeding six per centum
(6%) per annum, as may be determined by the authority, and may be
made redeemable before maturity, at the option of the authority at such
price or prices and under such terms and conditions as may be fixed
by the authority prior to the issuance of the bonds. The authority
shall determine the form of the bonds, including any interest coupons
to be attached thereto, and the manner of execution of the bonds, and
shall fix the denomination or denominations of the bonds and the place
or places of payment of principal and interest, which may be at any
bank or trust company within or without the Commonwealth. In case
any officer whose signature or a facsimile of whose signature shall appear
on any bonds or coupons shall cease to be such officer before delivery
of such bond, such signature or such facsimile shall nevertheless be
valid and sufficient for all purposes the same as if he had remained
in office until such delivery. Notwithstanding any of the other pro-
visions of this act or any recitals in any bonds issued under the provisions
of this act, all such bonds shall be deemed to be negotiable instruments
under the laws of the Commonwealth. The bonds may be issued in coupon
or registered form or both, as the authority may determine, and pro-
vision may be made for the registration of any coupon bonds as to
principal alone and also as to both principal and interest, and for the
reconversion into coupon bonds of any bonds registered as to both
principal and interest. The authority may sell such bonds in such man-
ner, either at public or private sale, and for such price, as it may de-
termine to be for the best interests of the authority, but no such sale
shall be made at a price so low as to require the payment of interest on
the money received therefor more than six per centum (6%) per annum,
computed with relation to the absolute maturity or maturities of the
bonds in accordance with standard tables of bond values, excluding,
however, from such computation the amount of any premium to be paid
on redemption of any bonds prior to maturity.

Prior to the preparation of definite bonds the authority may, under
like restrictions, issue interim receipts or temporary bonds, with or
without coupons, exchangeable for definite bonds when such bonds shall
have been executed and are available for delivery. The authority may
also provide for the replacement of any bonds which shall become
mutilated or shall be destroyed or lost.

Bonds may be issued under the provisions of this act without obtain-
ing the consent of any commission, board, bureau or agency of the
Commonwealth or of any political subdivision, and without any other
proceedings or the happening of other conditions or things than those
proceedings, conditions or things which are specifically required by this act.

§ 10. In the discretion of the authority any bonds issued under the
provisions of this act may be secured by a trust indenture by way o:
conveyance, deed of trust or mortgage of any project or any other property
of the authority, whether or not financed in whole or in part trom th
proceeds of such bonds, or by a trust agreement by and between th
authority and a corporate trustee, which may be any trust company o.
bank having the powers of a trust company within or without the Common
wealth or by both such conveyance, deed of trust or mortgage and indenture
or trust agreement. Such trust indenture or agreement, or the resolutior
providing for the issuance of such bonds may pledge or assign fees, rent:
and other charges to be received. Such trust indenture or agreement, 01
resolution providing for the issuance of such bonds, may contain suck
provisions for protecting and enforcing the rights and remedies of the
bondholders as may be reasonable and proper and not in violation of law.
including covenants setting forth the duties of the authority in relatior
to the acquisition of property and the construction, improvement, mainte.
nance, repair, operation and issuance of any project or other property of!
the authority, and the rates of fees, rents and other charges to be charged.
and the custody, safeguarding and application of all monies of the authority,
and conditions or limitations with respect to the issuance of additional
bonds. It shall be lawful for any bank or trust company incorporated
under the laws of the Commonwealth which may act as depository of the
proceeds of such bonds or of other revenues of the authority to furnish
indemnifying bonds or to pledge such securities as may be required by the
authority. Such trust indenture may set forth the rights and remedies
of the bondholders and of the trustee, and may restrict the individual
right of action by bondholders.

In addition to the foregoing, such trust indenture or agreement or
resolution may contain such other provisions as the authority may deem
reasonable and proper for the security of the bondholders. All expenses
incurred in carrying out the provisions of such trust indenture or agree-
ment or resolution may be treated as a part of the cost of a project.

§ 11. The authority is hereby authorized to fix, revise, charge and
collect fees, rents and other charges for the use of any project and the
facilities thereof. Such fees, rents and other charges shall be so fixed and
adjusted as to provide a fund sufficient with other revenues to pay; first,
the cost of maintaining, repairing and operating the project, and second,
the principal of any interest on such bonds as the same shall become due
and payable and third, to create reserves for such purposes and for other
purposes of the authority. Such fees, rents and charges shall not be
subject to supervision or regulation by any commission, board, bureau
or agency of the Commonwealth or any such participating political sub-
division. The fees, rents and other charges derived from the project,
except such part thereof as may be necessary to pay the cost of mainte-
nance, repair and operation and to provide such reserves therefor as may
be provided for in the resolution authorizing the issuance of such bonds
or in the trust indenture or agreement securing the same, shall be set aside
at such regular intervals as may be provided in such resolution or trust
indenture or agreement in a sinking fund which is hereby pledged to, and
charged with, the payment of and the interest on such bonds as the same
shall become due, and the redemption price of the purchase price of such
bonds retired by call or purchase as therein provided. Such pledge shall
be valid and binding from the time when the pledge is made. The fees,
rents and charges so pledged and thereafter received by the authority shall
immediately be subject to the lien of such pledge without any physical
delivery thereof or further act, and the lien of any such pledge shall be
valid and binding as against all parties having claims of any kind in tort,
contract or otherwise against the authority, irrespective of whether such
parties have notice thereof. Neither the resolution nor any trust indenture
by which a pledge is created need be filed or recorded except in the records
of the authority. The use and disposition of monies to the credit of such
sinking fund shall be subject to the provisions of the resolution authorizing
the issuance of such bonds or of such trust indenture or agreement. Except
as may otherwise be provided in such resolution or such trust indenture
or agreement, such sinking fund shall be a fund for all such bonds without
distinction or priority of one over another.

§ 12. All monies received pursuant to the authority of this act,
whether as proceeds from the sale of bonds or as revenues, shall be deemed
to be trust funds to be held and applied solely as provided in this act.

§ 18. Any holder of bond, notes, certificates or other evidences of
borrowing issued under the provisions of this act or of any of the coupons
appertaining thereto, and the trustee under any trust indenture or agree-
ment, except to the extent of the rights herein given may be restricted
by such trust indenture, or agreement may, either at law or in equity, by
suit, action, injunction, mandamus or other proceedings, protect and
enforce any and all rights under the laws of the Commonwealth or granted
by this act or under such trust indenture or agreement or the resolution
authorizing the issuance of such bonds, notes or certificates, and may
enforce and compel the performance of all duties required by this act or
by such trust indenture or agreement or resolution to be performed by
the authority or by any officer or agent thereof, including the fixing,
charging and collection of fees, rents and other charges.

§ 14. The exercise of the powers granted by this act shall be in all
respects for the benefit of the inhabitants of the Commonwealth, for the
increase of their commerce, and for the promotion of their safety, health,
welfare, convenience and prosperity, and as the operation and mainte-
nance of any project which the authority is authorized to undertake will
constitute the performance of an essential governmental function, no
authority shall be required to pay any taxes or assessments upon any
project acquired and constructed by it under the provisions of this act;
and the bonds, notes, certificates or other evidences of debt issued under
the provisions of this act, their transfer and the income therefrom in-
cluding any profit made on the sale thereof, shall at all times be free and
exempt from taxation by the Commonwealth and by any political sub-
division thereof.

§ 15. Bonds issued by the authority under the provisions of this act
are hereby made securities in which all public officers and public bodies
of the Commonwealth and its political subdivisions, all insurance com-
panies, trust companies, banking associations, investment companies,
executors, administrators, trustees and other fiduciaries may properly and
legally invest funds, including capital in their control or belonging to them.
Such bonds are hereby made securities which may properly and legally be
deposited with and received by any State or municipal officer or any
agency or political subdivision of the Commonwealth for any purpose for
which the deposit of bonds or obligation is now or may hereafter be
authorized by law.

§ 16. This act shall constitute full and complete authority, without
regard to the provisions of any other law, for the doing of the acts and
things herein authorized, and shall be liberally construed to effect the
purposes hereof. The provisions of this act are severable, and if any of
its provisions shall be held unconstitutional by any court of corporate
jurisdiction, the decision of such court shall not affect or impair any of
the other provisions of this act.