Item 6D - Memo CITY OF Item 6D
SOUTHLAKE
MEMORANDUM
Setpember 30, 2026
To: Alison Ortowski, City Manager
From: Daniel Cortez, Director of Economic Development & Tourism
Subject: Ordinance No. 1303, 2nd Reading Approval of the Tax
Increment Reinvestment Zone Number Two
Action
Requested: Consider 2nd Reading approval of an Ordinance No. 1303,
designating Tax Increment Reinvestment Zone Number Two (TIRZ
#2), establishing the boundaries of the zone, term, Board of
Directors of the zone, and acceptance of the Preliminary Project
and Financing Plan.
Background
Information: In June 2026, the City Council approved a Master Development
Agreement (MDA) with Trademark Retail Holdings, LLC for the
mixed-use development located at 1900 N. White Chapel
Boulevard, approved by the City Council on October 21 , 2025,
under Ordinance No. 480-837 (Planning Case ZA25-0045). The
MDA provided for City Council consideration of the future creation
of a Tax Increment Reinvestment Zone (TIRZ) on the commercial
portion of the property, to be established with a base year and a
term of up to twenty-one years, as one of the mechanisms
available to fund public improvements within the zone. The
agreement established a maximum amount of $18,850,000 that
applies to any payments reimbursed to the developer for these
public improvement expenditures, with the developer eligible for no
more than eighteen annual reimbursement payments subject to
that cap.
Details of final eligible costs and reimbursement mechanisms are
established through the TIRZ Project and Financing Plan, a
component of the statutory requirements for the creation of these
types of districts. Consistent with that framework, the City Council
is now asked to consider designation of the zone under Chapter
311 of the Texas Tax Code.
Tax Increment Reinvestment Zone Number Two (TIRZ #2)
encompasses approximately 25.9 acres and is more fully
described in the map and legal description included as Exhibit A to
the Preliminary Project and Financing Plan. The site is currently
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comprised of two parcels, largely undeveloped with a single
homestead, and is zoned ECZ — Employment Center District. The
City's Future Land Use Plan designates the entire area as Mixed
Use
Purpose of the Zone: A tax increment reinvestment zone is a
financing tool. Tax Increment Reinvestment Zone Number Two is
being created for the purpose of funding public infrastructure and
public improvements located within the boundaries of the zone.
The zone captures a portion of the incremental property tax and
sales tax revenue generated by new development inside the zone,
revenue that does not exist today and would not be generated
absent the development and dedicates that revenue to the
construction of public improvements that will be owned, accepted,
and maintained by the City. The mechanism does not redirect
existing tax revenue and does not draw on the General Fund. Any
reimbursement made from the tax increment fund is a
reimbursement of documented, TIRZ-eligible public improvement
costs advanced by a private party on the City's behalf, is subject to
City review and acceptance of the completed improvements and is
capped by and counted against the $18,850,000 maximum
established in the MDA. All improvements funded through the zone
are public assets serving the zone and the surrounding area.
Chapter 380 Economic Development Program
Reimbursements: The MDA further establishes a Chapter 380
economic development program that allows the City, in exchange
for the developer's capital investment and performance, to provide
limited-term grants or reimbursements funded from new sales tax
revenues generated by the development. Specifically, the City may
reimburse the developer an amount equal to fifty percent (50%) of
General Fund sales tax revenues attributable to qualifying
construction materials sourced to the Property, and ninety-five
percent (95%) of General Fund sales tax revenues generated from
commercial operations on the property for a two year period after
the first certificate of occupancy is issued for the commercial
portion, with all such grants counting toward and reducing the
overall $18,850,000 maximum incentive amount. These grants will
further supplement and be incorporated into the TIRZ #2 and have
been incorporated into the Preliminary Project and Financing Plan.
Proposed Public Improvements: Total project costs are
estimated at $18,850,000 and fall into six general categories,
detailed in Exhibit C of the Preliminary Project and Financing Plan:
• Public Utilities - water, sanitary sewer, and storm water facilities
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and improvements ($3,526,807)
• Street and Intersection Improvements and Pedestrian
Enhancements ($4,344,867)
• Open Space, Park and Recreation Facilities and Improvements,
Public Facilities and Improvements ($1,576,162)
• Professional Services Costs ($2,348,920)
• Economic Development Grants — Chapter 380 which may
include grants, loans, and services for public and private
development ($6,864,744)
• Administrative Costs ($188,500)
Anticipated projects include construction of a full four-lane divided
Kirkwood Boulevard, a new traffic signal at the intersection of
White's Chapel Boulevard and Kirkwood Boulevard, and general
infrastructure improvements such as, water lines, sanitary sewer
lines, and drainage improvements supporting development within
the zone.
Term and Governance: The zone is proposed to be created upon
adoption of the Second Reading of this ordinance, and to exist for
twenty-one years, expiring December 31, 2047, or on the date all
project costs are paid, whichever occurs first. The ordinance also
establishes a Board of Directors for the zone. The TIRZ #2 Board
of Directors, being established by this ordinance, and the City
Council will consider the final project and financing plan in
November 2026.
Performance Requirements: To qualify for and maintain eligibility
for incentives including the City creating and maintaining this Tax
Increment Reinvestment Zone, the developer must meet defined
construction and performance obligations as established within the
MDA, including:
• Achieving a minimum Capital Investment of $127,900,000 by
the time the full development reaches completion of
construction.
• The development must also generate and maintain a minimum
taxable value for the 2031 tax year and each year thereafter
during the term of the agreement and for at least twenty-one
years after completion of construction within the TIRZ
boundaries, with failure to maintain this threshold subjecting the
developer to default, potential recapture, and possible reduction
or suspension of TIRZ reimbursements.
• In addition, the developer is obligated to create a minimum
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amount of full-time equivalent (FTE)jobs by June 30, 2028, and
to maintain that employment level through the term of the
agreement, with annual certification of FTE counts and related
documentation. If FTE requirements are not met in a given
year, the next payment or reimbursement due to the developer
is reduced by $1,000 per FTE shortfall, and material
misrepresentation of FTE data constitutes an event of default
that may trigger termination and repayment of incentives.
• The MDA also established specific construction
commencement and completion deadlines, specifically
commencement of construction by January 1, 2027 and all
public improvements, private infrastructure and all infrastructure
for the commercial portion of the development must be
completed by December 31, 2028.
• The MDA also included annual reporting and certification
requirements, audit and verification rights for the City, and
remedies, such as the reduction, suspension, or termination of
incentives, and the recapture of previously paid Chapter 380
grants and tax increment reimbursements, if the developer fails
to meet its obligations.
Participation by Overlapping Jurisdictions: For purposes of the
Preliminary Project and Financing Plan, the City of Southlake is
illustrated as participating at 95% of the real property increment
and 95% of General Fund sales tax revenue generated within the
zone. Tarrant County, Tarrant County Hospital District, Tarrant
County College District, and Carroll ISD are illustrated as
participating at 0%. Prior to the November 2026 consideration of
the Final Project and Financing Plan, City staff will meet with staff
of the overlapping taxing jurisdictions, principally Tarrant County, to
discuss their participation. Should Tarrant County elect to
participate, the City's participation percentage would be reduced
accordingly to account for the County's contribution and the Final
Project and Financing Plan would reflect the participations
accordingly.
Acceptance of the Preliminary Project and Financing Plan does not
obligate the City to make any payment, issue any debt, or approve
any future reimbursement; each expenditure remains subject to the
terms of the MDA, the final project and financing plan, approval by
the TIRZ Board of Directors and City Council, and the availability of
tax increment revenue actually collected.
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Strategic Link: F1 — Safeguarding the public trust through a commitment to
thoughtful planning and responsible, conservative financial
management.
F2 — Investing to provide & maintain high-quality public assets
B2 — Collaborating with select partners to implement service
solutions
Financial
Considerations: The Policy Statement for Public Investment notes as a guiding
principle that it is the City's desire that public investment is
performance-based and considers a reasonable return on
investment via direct financial return and other indirect benefits.
The total appraised value of the taxable real property in the zone,
using the 2026 base year values provided by the Tarrant Appraisal
District, is $803,531 . The taxable value of those same properties
is $16,575,400, after deducting a total of $15,771,869 for
agricultural deferrals and tax-exempt properties. This is the base
year value established for the zone.
The estimated 2026 taxable value of the private development
investment within the zone, the non-project costs not funded by
the TIRZ, is $68,307,050. Increment generated by that private
investment is projected to produce $18,850,800 in TIRZ revenue
over the life of the zone. Project costs will be funded solely from
tax increment received; it is not anticipated that the zone will incur
any bonded indebtedness, and expenses will be budgeted
annually in alignment with the identified expenditures in the project
and financing plan.
A taxable value analysis was prepared as part of the plan and is
included in its entirety as Exhibit B within the Preliminary Project
and Financing Plan. Based on that analysis, the City is being
asked to consider if that plan is economically feasible through the
consideration of the ordinance adoption and that it will provide the
City and other taxing jurisdictions with economic benefits that
would not occur without its implementation.
Citizen Input/
Board Review: The Community Enhancement and Development Corporation
(CEDC) reviewed the request for public investment and provided
evaluation and feedback to the City Council per the provisions of
the Policy Statement for Public Investment.
City Council: On September 15, 2026, City Council approved the item at 1st
Reading (7-0), noting that there shall be no funds utilized from the
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Zone dedicated to funding the residential public improvements
related to the residential portion of the Shivers Farm development.
Legal Review: The City Attorney's office prepared and reviewed the ordinance
and preliminary project and financing plan for City Council's
consideration.
Alternatives: The City Council can consider the following alternatives for this
request:
• Approve the 2nd Reading for the Tax Increment Reinvestment
Zone Number Two as presented
• Approve the 2nd Reading for the Tax Increment Reinvestment
Zone Number Two with amendments
• Deny the 2nd Reading for the Tax Increment Reinvestment
Zone Number Two
Supporting
Documents: Ordinance No. 1303
TIRZ #2 Preliminary Project and Financing Plan
Staff Contacts: Daniel Cortez (817) 748-8039
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ORDINANCE NO. 1303
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
SOUTHLAKE, TEXAS, DESIGNATING A GEOGRAPHIC AREA WITHIN THE
CITY AS A TAX INCREMENT REINVESTMENT ZONE PURSUANT TO
CHAPTER 311 OF THE TEXAS TAX CODE, TO BE KNOWN AS
REINVESTMENT ZONE NUMBER TWO, CITY OF SOUTHLAKE, TEXAS;
DESCRIBING THE BOUNDARIES OF THE ZONE; CREATING A BOARD OF
DIRECTORS FOR THE ZONE AND APPOINTING MEMBERS OF THE BOARD;
ESTABLISHING A TAX INCREMENT FUND FOR THE ZONE; CONTAINING
FINDINGS RELATED TO THE CREATION OF THE ZONE; PROVIDING A DATE
FOR THE TERMINATION OF THE ZONE; PROVIDING THAT THE ZONE TAKE
EFFECT IMMEDIATELY UPON PASSAGE OF THE ORDINANCE; PROVIDING
A SEVERABILITY CLAUSE;AND PROVIDING AN EFFECTIVE DATE
WHEREAS, the City of Southlake, Texas (the "City") pursuant to Chapter 311 of the
Texas Tax Code, as amended (the "Act"), may designate a geographic area within the City
as a tax increment reinvestment zone if the area satisfies the requirements of the Act; and
WHEREAS, pursuant to and as required by the Act, the City Council prepared a
Reinvestment Zone Number Two, City of Southlake, Texas, Preliminary Project and Finance
Plan (the "Preliminary Project and Finance Plan"), which is attached hereto and
incorporated herein for all purposes as Exhibit A, for a proposed tax increment
reinvestment zone containing the approximately 25.935 acres described and depicted on
Exhibit A(the "Property"); and
WHEREAS, notice of the public hearing on the creation of the proposed zone was
published in a newspaper of general circulation in the City, such publication date being not
later than seven (7) days prior to the date of the public hearing; and
WHEREAS, at the public hearing on October 6, 2026, interested persons were
allowed to speak for or against the creation of the zone, the boundaries of the zone, and
the concept of tax increment financing, and owners of Property in the proposed zone were
given a reasonable opportunity to protest the inclusion of their property in the zone; and
WHEREAS, the City has taken all actions required to create the zone including, but
not limited to, all actions required by the Act, the Texas Open Meetings Act, and all other
laws applicable to the creation of the zone; and
WHEREAS, the City desires to appoint initial members to the board of directors of
the zone; and
WHEREAS, the City Council has noted that there shall be no funds utilized from the
Zone dedicated to funding the residential public improvements related to the residential
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portion of the Shivers Farm development; and
WHEREAS, terms used in this Ordinance that have their initial letters capitalized
shall have the meanings given to them in this Ordinance; however, terms that are
CAPITALIZED IN BOLD shall have the meanings given to them in the Preliminary Project
and Finance Plan.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
SOUTH LAKE,TEXAS,THAT:
Section 1. FINDINGS.
(a) The recitals, findings, and determinations contained in the preamble to
this Ordinance are incorporated into the body of this Ordinance as if fully
set forth in this Section and are hereby found and declared to be true and
correct legislative findings and are adopted as part of this Ordinance for
all purposes.
(b) The City Council finds that the PUBLIC IMPROVEMENTS will significantly
enhance the value of all the taxable real property in the zone and will be of
general benefit to the City.
(c) The City Council finds that the proposed zone meets the requirements of
Section 311.005(a)(2) of the Act in that:
(i) there is a need for essential public infrastructure and
economic development programs to attract new business and
commercial activity to the proposed zone for the purposes of
increasing the real property tax base for all taxing units within
the zone, increasing sales and use taxes for the City and the
State of Texas, and increasing job opportunities for residents
of the City and the region; and
(ii) the reinvestment zone, as shown in Exhibit A, meets the
criteria for the creation of a reinvestment zone set forth in
Section 311.005 of the Act in that the area is predominantly
open or undeveloped and, because of obsolete platting,
deterioration of structures or site improvements, or other
factors, substantially impairs and arrests the sound growth of
the municipality.
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(d) The City Council finds that the proposed zone is a geographic area 100%
within the City's corporate limits.
(e) The City Council finds that not more than thirty percent (30%) of the
property in the proposed zone, excluding property that is publicly owned,
is used for residential purposes, and the total appraised value of taxable
real property in the proposed zone does not exceed fifty percent (50%) of
the total appraised value of taxable real property in the City and in the
industrial districts created by the City.
(f) The City Council finds that the development or redevelopment of the
property in the proposed zone will not occur solely through private
investment in the reasonably foreseeable future.
(g) The City Council finds that the Preliminary Project and Finance Plan is
feasible.
(h) The City Council finds that the implementation of the Project and Finance
Plan will alleviate the conditions described in Section 1(c) above and will
serve a public purpose.
(i) The City Council finds that it will contribute 95% of the real property
increment within the Zone and 95% of the General Fund Sales Tax
Revenue generated from the commercial development within the Zone,
collected by the City as permitted by State Law, not to collectively exceed
$18,850,000.
Section 2. DESIGNATION AND NAME OF THE ZONE.
Pursuant to the authority of, and in accordance with the requirements of the
Act, the City Council hereby designates the Property as a tax increment
reinvestment zone. The name assigned to the zone for identification is
Reinvestment Zone Number Two, City of Southlake, Texas (the "Zone"). The
Zone is designated pursuant to Section 311.005(a)(2) of the Act.
Section 3. BOARD OF DIRECTORS.
3.1 The City Council hereby creates a board of directors for the Zone (the
"Board") consisting of eight (8) members. Seven (7) members shall be
appointed and occupied by the Mayor and the City Council to Places 1,
2, 3, 4, 5, 6 and 7, and an additional member shall be appointed by the
Commissioners Court of Tarrant County, Texas (the "County"), if the
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County participates in the Zone. If the County does not participate in
the Zone, the Commissioners Court shall be deemed to have waived its
right to appoint such member and the place goes away. Places 1
through 7, which shall be occupied by the Mayor and the City Council
may sometimes be referred to herein as the "Council Directors". The
City may adopt further ordinances that will supersede this ordinance
and provide, among other things, further details concerning the powers,
number,titles, meetings, and terms of office of the Board.
3.2 A Board member appointed to the Board shall be eligible to serve on the
Board if the individual is at least 18 years of age and is a resident of the
county in which the zone is located or a county adjacent to that county.
3.3 The City Council hereby appoints the following individuals to serve as
the initial members of the Board:
Place 1 City Council Place 1
Place 2 City Council Place 2
Place 3 City Council Place 3
Place 4 City Council Place 4
Place 5 City Council Place 5
Place 6 City Council Place 6
Place 7 Mayor
Each member shall serve for a term of three (3) years, or until the
member's successor is duly appointed and qualified, or in the case of
the Council Directors, when the member's successor becomes
qualified to serve on City Council.
Place 8 shall be appointed by the County for a term that expires
2029, if the County participates in the Zone. Upon expiration of the
terms or upon City Council action to reconstitute the initial Board by
appointing replacement members, subsequent appointments to fill
vacancies shall be for terms of three (3) years. The member appointed
to Place 7 shall serve and is hereby appointed by the City Council to
serve, as the chair of the Board for the first year. Appointments of
members by City Council occur as needed.
The officers of the Zone shall consist of the chair, vice-chair, secretary,
and such other officers as the Board may from time to time elect or
appoint; provided, however, that the City Council shall, on an annual
basis and in accordance with the Act, appoint the chair for a term of
one (1)year.
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Terms of office for officers shall be one (1) year. All officers, other than
the chair, shall be subject to removal from office, with or without
cause, at any time by a vote of a majority of the entire board. A vacancy
in the office of any officer, other than the chair, shall be filled by a vote
of a majority of the directors.
Powers and duties of the chair. The chair shall be the chief executive
officer of the Board, and subject to the approval of the City Council,
shall be in general charge of the properties and affairs of the Zone and
shall preside at all meetings of the board.
Powers and duties of the vice-chair. The vice-chair shall be a member
of the Board, shall have such powers and duties as may be assigned to
them by the Board, and shall exercise those powers and duties. The
vice-chair shall also exercise the powers of the chair during that
officer's absence or inability to act. Any action taken by the vice-chair in
the performance of the duties of the chair shall be conclusive evidence-
of the absence or inability to act of the chair at the time that such action
was taken.
Powers and duties of the secretary. The City Secretary shall serve as the
secretary of the Board. The secretary shall keep the minutes of all
meetings of the Board in books provided for the purpose; shall have
charge of such books, records, documents, and instruments as the
Board may direct, all of which shall at all reasonable times be open to
inspection; and shall in general perform all duties incident to the office
of the secretary subject to the control of the City Council and the
Board.
Staff. Additional staff functions for the Board shall be performed by the
City Manager and City staff as designated by the City Manager.
Any member appointed by the City may be removed from office by the
City Council in accordance with the City Charter and applicable
ordinances. In the event of a vacancy caused by the resignation, death,
or removal for any reason, of a member, the governing body of the
respective taxing unit which made such appointment shall be
responsible for filling the vacancy in accordance with ordinance
creating the Zone or other ordinance which directs appointments.
3.4 The Board shall make recommendations to the City Council concerning
the administration, management, and operation of the Zone. The Board
shall prepare or cause to be prepared and adopted a project plan and a
reinvestment zone financing plan for the Zone (the "Project and Finance
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Plan"), and shall submit the Project and Finance Plan to the City
Council for approval. The City Council hereby delegates to the Board all
powers necessary to implement any Project and Finance Plan approved
by the City Council, including the power to employ consultants and
enter into agreements that the Board considers necessary or
convenient to implement the Project and Finance Plan and to
administer, operate, and manage the Zone including, but not limited to,
the power to enter into reimbursement agreements and other
obligations secured by the TIRZ Fund established pursuant to Section 6
of this Ordinance.
3.5 Directors shall not receive any salary or other compensation for their
services as directors.
3.6 Pursuant to Section 311.010(h) of the Act and Article III, Section 52-a of
the Texas Constitution, the City Council hereby authorizes the Board,
as necessary or convenient to implement the Project and Financing
Plan and achieve its purposes, to establish and provide for the
administration of one or more programs for the public purposes of
developing and diversifying the economy of the Zone, eliminating
unemployment and underemployment in the Zone, and developing or
expanding transportation, business, and commercial activity in the
Zone, including programs to make grants of land and buildings and
make grants from the TIRZ Fund for activities that benefit the Zone and
stimulate business and commercial activity in the Zone. In addition, the
City Council hereby authorizes the Board to exercise all of the powers
of the City under Chapter 380, Texas Local Government Code, as
amended.
3.7 The Property and affairs of the Zone shall be managed and controlled by
the City Council, subject to the restrictions imposed by law, this
Ordinance creating the Zone. It is the intention of the City Council that
the Board shall function only in an advisory or study capacity with
respect to the Zone and shall exercise only those powers, advisory in
nature, which are either granted to the Board pursuant to the Act or
delegated to the Board by the City Council.
Section 4. DURATION OF THE ZONE.
The Zone shall take effect immediately upon the passage and approval of
this Ordinance. The Zone shall have a term of 21 years and shall terminate on
December 31, 2047 (with final year's tax due by September 1, 2048), unless
otherwise terminated in accordance with this section. The City shall have the
right to terminate the Zone prior to the expiration of its stated term if all of the
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PROJECT COSTS have been paid in full. If upon expiration of the stated term
of the Zone, PROJECT COSTS have not been paid, the City and the County,
shall have no obligation to pay the shortfall.
Section 5. TAX INCREMENT BASE.
The "tax increment base" for purposes of calculating the City Tax Increment,
and if the County participates in the Zone the County Tax Increment, and
means the total appraised value of all real property in the Zone that is
taxable by the City and the County, respectively, as of January 1, 2026.
Section 6. CAPTURED APPRAISED VALUE.
The "captured appraised value" for purposes of calculating the annual City
Tax Increment and if the County participates in the Zone the County Tax
Increment means the total real and business personal property value taxable
(including increased tax values attributable to changes in use) by a taxing
unit for a year and located in the Zone for that year less the tax increment
base of the unit, as calculated and confirmed annually by the Appraisal
District.
Section 7. TAX INCREMENT FUND.
There is hereby created and established a TIRZ Fund for the Zone. Within the
TIRZ Fund, there may be maintained subaccounts as necessary and
convenient to carry out the purposes of the Act. The City Tax Increment and
County Tax Increment shall be deposited into the TIRZ Fund as of the
effective date of the Zone. The TIRZ Fund and all subaccounts shall be
maintained at the depository bank of the City and shall be secured in the
manner prescribed by law for funds of Texas cities. Prior to termination of the
Zone, funds shall be disbursed from the TIRZ Fund only to pay PROJECT
COSTS.
Section 8. SEVERABILITY.
If any provision, section, subsection, sentence, clause or phrase of this
Ordinance, or the application of same to any person or set of circumstances,
is for any reason held to be invalid, the validity of the remaining provisions of
this Ordinance or their application to other persons or sets of circumstances
shall not be affected thereby, it being the intent of the City Council in
adopting this Ordinance that no provision of this Ordinance shall become
inoperative because of the invalidity of another provision; and, therefore, all
provisions of this Ordinance are declared severable for that purpose.
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Section 9. OPEN MEETINGS.
It is hereby found, determined, and declared that sufficient written notice of
the date, hour, place and subject of the meeting of the CITY Council at which
this Ordinance was adopted was posted at a place convenient and readily
accessible at all times to the general public at the City Hall of the City for the
time required by law preceding its meeting, as required by the Texas Open
Meetings Act, Chapter 551 of the Texas Government Code, as amended, and
that this meeting has been open to the public as required by law at all times
during which this Ordinance and the subject matter hereof has been
discussed, considered and formally acted upon. The City Council further
ratifies, approves and confirms such written notice and the contents and
posting thereof.
Section 10. This Ordinance shall be in full force and effect from and after its passage
and/or publication as required by law.
PASSED AND APPROVED at Second Reading by the City Council of the City of Southlake,
Texas, this 61"day of OCTOBER, 2026.
City of Southlake, Texas
Shawn McCaskill, Mayor
Attest:
Amy Shelley, City Secretary
Approved as to legal form:
Cara L. White, City Attorney
Page 14 of 16
EXHIBIT A
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Page 15 of 16
PRELIMINARY PROJECT AND FINANCE PLAN
Page 16 of 16