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AN ACT

RELATING TO EDUCATION; BROADENING THE SCOPE OF UNIVERSITY

RESEARCH AND ECONOMIC DEVELOPMENT; AMENDING CERTAIN SECTIONS

OF THE NMSA 1978.

BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF NEW MEXICO:

Section 1. Section 21-28-1 NMSA 1978 (being Laws 1989,

Chapter 264, Section 1) is amended to read:

"21-28-1. SHORT TITLE.--Chapter 21, Article 28 NMSA

1978 may be cited as the "University Research Park and

Economic Development Act"."

Section 2. Section 21-28-2 NMSA 1978 (being Laws 1989,

Chapter 264, Section 2, as amended) is amended to read:

"21-28-2. RESEARCH PARK--PURPOSE.--The purpose of the

University Research Park and Economic Development Act is to:

A. promote the public welfare and prosperity of

the people of New Mexico;

B. foster economic development within New Mexico;

C. forge links between New Mexico's educational

institutions, business and industrial communities and

government through the development of research parks on

university real property; or

D. engage in other cooperative ventures of

innovative technological significance that will advance

education, science, research, conservation, health care or

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economic development within New Mexico."

Section 3. Section 21-28-3 NMSA 1978 (being Laws 1989,

Chapter 264, Section 3, as amended) is amended to read:

"21-28-3. DEFINITIONS.--As used in the University

Research Park and Economic Development Act:

A. "bond" or "bonds" means any bond, note or other

evidence of indebtedness;

B. "regents" means:

(1) in the case of an educational

institution named in Article 12, Section 11 of the

constitution of New Mexico, the board of regents of the

institution;

(2) in the case of a community college, the

community college board; or

(3) in the case of a technical and

vocational institute, the governing board of the technical

and vocational institute district;

C. "research park" means research and development

facilities, research institutes, testing laboratories,

buildings, offices, light manufacturing, utility facilities,

health care facilities, related businesses, government

installations and similar facilities, including land and

projects for the development of real property; all necessary

appurtenances; and rights and franchises acquired,

constructed, managed and developed by a university or under

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its authority that are suitable or necessary to promote the

social welfare of New Mexico through the advancement of

education, science, research, conservation, health care,

economic development and related purposes regardless of

whether the activities conducted in those facilities are

directly related to research;

D. "research park corporation" means any

corporation formed pursuant to the provisions of the

University Research Park and Economic Development Act;

E. "technological innovations" means research,

development, prototype assembly, manufacture, patenting,

licensing, marketing and sale of inventions, ideas,

practices, applications, processes, machines, technology and

related property rights of all kinds; and

F. "university" means:

(1) a New Mexico educational institution

named in Article 12, Section 11 of the constitution of New

Mexico;

(2) a community college organized pursuant

to the Community College Act; or

(3) a technical and vocational institute

organized pursuant to the Technical and Vocational Institute

Act."

Section 4. Section 21-28-4 NMSA 1978 (being Laws 1989,

Chapter 264, Section 4) is amended to read:

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"21-28-4. RESEARCH PARK CORPORATIONS--AUTHORIZATION--

MEMBERS--TERMS--MEETINGS--BYLAWS.--

A. Any university may form, pursuant to the

provisions of the Nonprofit Corporation Act or the Business

Corporation Act, one or more research park corporations,

separate and apart from the state and the university, to

promote, develop and administer research parks or

technological innovations for scientific, educational and

economic development opportunities in accordance with bylaws

adopted by the research park corporation or economic

development initiatives that support the teaching, research

or service mission of the university.

B. Each research park corporation shall be

governed by, and all of its functions, powers and duties

shall be exercised by, a board of directors appointed by the

regents. Members of the board of directors may include the

president of the university, the regents, officers and

employees of the university and other persons selected by the

regents.

C. The board of directors shall elect a chair and

other officers as the board of directors deems necessary.

D. The board of directors shall adopt bylaws, in

accordance with the provisions of the Nonprofit Corporation

Act or the Business Corporation Act, as appropriate,

governing the conduct of the research park corporation in the

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performance of its duties under the University Research Park

and Economic Development Act."

Section 5. Section 21-28-5 NMSA 1978 (being Laws 1989,

Chapter 264, Section 5) is amended to read:

"21-28-5. POWERS OF UNIVERSITY AS RELATED TO RESEARCH

PARKS.--

A. The regents of each university shall have the

power to implement and further the purposes of the University

Research Park and Economic Development Act, including the

power:

(1) to establish, acquire, develop, maintain

and operate research parks, including all necessary or

suitable buildings, facilities and improvements, and to

acquire, purchase, construct, improve, remodel, add to,

extend, maintain, equip and furnish research parks or any

building or facility, including research and service

facilities and areas intended for the common use of research

park tenants;

(2) to form research park corporations to

aid and assist the university to acquire, construct, finance,

operate and manage research parks;

(3) to form research park corporations to

engage in economic development activities that support the

teaching, research and service mission of the university,

including creating learning opportunities for the students of

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the university;

(4) to lease, sell, exchange or transfer to

research park corporations personal property, money and all

or part of the land and facilities included in a research

park, on terms and conditions established by the regents that

are fair, just and reasonable to the university, and to enter

into any other contract or agreement with the research park

corporation for the construction, financing, operation and

management of the research park;

(5) to lease, either directly or through a

research park corporation, to any person, firm, partnership,

government entity or any other lawful entity recognized under

the laws of the state, any part or all of the land, buildings

and facilities of the research park under guidelines

established by the regents;

(6) to allow a lessee, exchanger or

purchaser of university land to acquire or construct

necessary or suitable buildings, facilities and improvements

upon university land; provided that any improvements acquired

or constructed upon university land during the term of any

lease of university land shall revert to and become the

property of the university on termination of the lease or any

renewal or extension;

(7) to construct buildings, facilities and

improvements and to acquire, purchase, construct, improve,

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remodel, add to, extend, maintain, equip and furnish research

parks or any building or facility, including research and

service facilities and areas intended for common use of

research park occupants;

(8) to finance all or part of the costs of

the research park, including the purchase, construction,

reconstruction, improvement, remodeling, addition to,

extension, maintenance, equipment and furnishing;

(9) to conduct, sponsor, finance and

contract in connection with technological innovations of all

kinds; and

(10) to do anything else that the regents

deem appropriate to further the purposes of the University

Research Park and Economic Development Act either directly or

indirectly.

B. The specification of powers in this section is

not exclusive and shall not be construed to impair or negate

any other power or authority enjoyed by the regents under the

constitution or laws of this state."

Section 6. Section 21-28-6 NMSA 1978 (being Laws 1989,

Chapter 264, Section 6, as amended) is amended to read:

"21-28-6. POWERS OF RESEARCH PARK CORPORATION.--A

research park corporation shall have all the powers necessary

and convenient to carry out and effectuate the provisions of

the University Research Park and Economic Development Act,

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including the power to:

A. approve or disapprove proposals;

B. sue and be sued in its corporate name;

C. purchase, take, receive or otherwise acquire;

own, hold, manage, develop, dispose of or use; and otherwise

deal in and with property, including an interest in or

ownership of intangible personal property, intellectual

property or technological innovations;

D. sell, convey, pledge, exchange, transfer, lease

or otherwise dispose of its assets and properties for

consideration upon terms and conditions that the corporation

shall determine; provided that any sale, conveyance, pledge,

exchange, transfer, lease or disposal of a real property

interest by a research park corporation shall be made in

accordance with the provisions of Section 13-6-2 NMSA 1978;

E. make contracts, incur liabilities or borrow

money at rates of interest that the research park corporation

may determine;

F. make and execute all contracts, agreements or

instruments necessary or convenient in the exercise of the

powers and functions of the corporation granted by the

University Research Park and Economic Development Act;

G. receive and administer grants, contracts and

private gifts;

H. invest and reinvest its funds;

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I. conduct its activities, carry on its

operations, have offices and exercise the powers granted by

the University Research Park and Economic Development Act;

J. make and alter bylaws that may contain

provisions indemnifying any person who is or was a director,

officer, employee or agent of the corporation and that are

consistent with the University Research Park and Economic

Development Act, for the administration and regulation of the

affairs of research park corporations;

K. employ officers and employees that it deems

necessary, set their compensation and prescribe their duties;

L. enter into agreements with insurance carriers

to insure against any loss in connection with its operations;

M. authorize retirement programs and other

benefits for salaried officers and employees of the research

park corporation;

N. employ fiscal consultants, attorneys and other

consultants that may be required and to fix and pay their

compensation; and

O. enter into license agreements and contracts,

including those involving intellectual property and

technological innovations such as patents, copyrights,

franchises and trademarks."

Section 7. Section 21-28-8 NMSA 1988 (being Laws 1989,

Chapter 264, Section 8) is amended to read:

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"21-28-8. ISSUANCE OF REVENUE BONDS.--A research park

corporation may issue negotiable revenue bonds or notes or

both. The proceeds of the sale of bonds issued pursuant to

the University Research Park and Economic Development Act

shall be used to carry out the provisions of that act and to

fund reserves for the research park corporation to pay

interest on the bonds and to pay the necessary expenses of

issuing the bonds, including bond counsel and fiscal adviser

fees and other legal, consulting and printing fees and costs.

All bonds may be issued in one or more series. The bonds of

each issue shall be dated and bear interest as prescribed by

the research park corporation. The bonds shall mature

serially or otherwise not later than forty years from their

date and may be redeemable before maturity at the option of

the research park corporation at prices and under terms and

conditions fixed by the research park corporation in its

resolution or trust agreement providing for issuance of the

bonds. The resolution or trust agreement shall also

determine the form of the bonds, including the form of any

interest coupons to be attached thereto, and shall fix the

denominations of the bonds and the place of the payment of

the principal and interest thereon. The bonds shall be

executed on behalf of the research park corporation as

special obligations of the research park corporation payable

only from the funds specified in the University Research Park

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and Economic Development Act and shall not be a debt of this

state, any political subdivision of this state or any

university, and neither this state nor any political

subdivision nor university shall be liable for the debts of

the research park corporation. The resolution or trust

agreement may provide for registration of the bonds as to

ownership and for successive conversion and reconversion from

registered to bearer bonds and vice versa. The bonds may be

registered in the principal office of the research park

corporation. After the registration and delivery to the

purchasers, the bonds are incontestable and constitute

special obligations of the research park corporation, and the

bonds and coupons are negotiable instruments under the laws

of this state. The bonds may be sold at public or private

sale by the research park corporation at prices and in

accordance with procedures and terms the research park

corporation determines to be advantageous and reasonably

obtainable. The research park corporation may provide for

replacement of any bond that may be mutilated or destroyed."

Section 8. Section 21-28-9 NMSA 1978 (being Laws 1989,

Chapter 264, Section 9) is amended to read:

"21-28-9. STATUS OF BONDS.--Bonds and other obligations

issued under the provisions of the University Research Park

and Economic Development Act shall be deemed issued on behalf

of the university, but shall not be deemed to constitute a

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debt, liability, obligation of or a pledge of the faith and

credit of this state or any political subdivision thereof or

any university, but shall be payable solely from the revenue

or assets of the research park corporation pledged for that

payment. Each obligation issued on behalf of the research

park corporation under the University Research Park and

Economic Development Act shall contain on its face a

statement to the effect that neither this state nor any

political subdivision, university or research park

corporation shall be obligated to pay the same or the

interest thereon except from the revenues or assets pledged

therefor and that neither the faith and credit nor the taxing

power of this state, any political subdivision thereof or any

university is pledged to the payment of the principal of or

the interest on such obligation."

Section 9. Section 21-28-10 NMSA 1978 (being Laws 1989,

Chapter 264, Section 10) is amended to read:

"21-28-10. REFUNDING BONDS.--The board of directors of

a research park corporation may by resolution provide for the

issuance of refunding bonds to refund any outstanding bonds

issued under the University Research Park and Economic

Development Act, together with redemption premiums, if any,

and interest accrued or to accrue thereon. Provisions

governing the issuance and sale of bonds under the University

Research Park and Economic Development Act govern the

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issuance and sale of refunding bonds insofar as applicable.

Refunding bonds may be exchanged for the outstanding bonds or

may be sold and the proceeds used to retire the outstanding

bonds. Pending the application of the proceeds of any

refunding bonds, with any other available funds, to the

payment of the principal, interest and any redemption

premiums on the bonds being refunded, and if so provided or

permitted in the resolution of the research park corporation

authorizing the issuance of such refunding bonds, to the

payment of any interest on refunding bonds and any expenses

incurred in connection with refunding, the proceeds may be

placed in escrow and invested in securities that are

unconditionally guaranteed by the United States and that

shall mature or be subject to redemption by the holders

thereof, at the option of the holders, not later than the

respective dates when the proceeds, together with the

interest accruing thereon, will be required for the purposes

intended."

Section 10. Section 21-28-11 NMSA 1978 (being Laws

1989, Chapter 264, Section 11) is amended to read:

"21-28-11. TRUST AGREEMENTS AUTHORIZED.--In the

discretion of the research park corporation, any bonds issued

under the provisions of the University Research Park and

Economic Development Act may be secured by a trust agreement

by and between the research park corporation and a corporate

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trustee, which may be a bank or trust company having trust

powers within or without the state. The trust agreement or

the resolution providing for the issuance of bonds may pledge

or assign all or any part of the revenues or assets of the

research park corporation. The trust agreement or resolution

may contain provisions for protecting and enforcing the

rights and remedies of the holders of any bonds as may be

reasonable and proper and not in violation of law, including

covenants setting forth the duties of the research park

corporation in relation to the purposes to which bond

proceeds may be applied, the disposition or pledging of the

revenues or assets of the research park corporation and the

custody, safeguarding and application of all money. It is

lawful for any bank or trust company incorporated under the

laws of the state that may act as depository of the proceeds

of bond revenues or other money hereunder to furnish

indemnifying bonds or to pledge securities that may be

required by the research park corporation. Any trust

agreement or resolution may set forth the rights and remedies

of the holders of any bonds and of the trustee and may

restrict the individual right of action by any holders. In

addition, any trust agreement or resolution may contain other

provisions as the research park corporation may deem

reasonable and proper for the security of the holders of any

bonds. All expenses incurred in carrying out the provisions

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of a trust agreement or resolution may be paid from the

revenues or assets pledged or assigned to the payment of the

principal of and the interest on bonds or from any other

funds available to the research park corporation."

Section 11. Section 21-28-13 NMSA 1978 (being Laws

1989, Chapter 264, Section 13, as amended) is amended to

read:

"21-28-13. ALL MONEY RECEIVED FROM SALE OF BONDS DEEMED

TRUST FUNDS.--All money received by a research park

corporation from bonds issued under the provisions of the

University Research Park and Economic Development Act shall

be deemed funds to be held in trust, applied as provided in

that act or transferred to other research park corporations,

nonprofit corporations or the university as the research park

corporation deems appropriate. The resolution authorizing

any obligations or the trust agreement securing the

obligations may provide that any of the money covered by this

section may be temporarily invested pending its disbursement.

The resolution shall provide that any officer with whom, or

any bank or trust company with which, the money is deposited

shall act as trustee of the money and shall hold and apply

the money for the purposes of the University Research Park

and Economic Development Act, subject to provisions that

rules under that act and the resolution or trust agreement

may specify. Any such money described in this section

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received by a research park corporation may be invested as

provided in the University Research Park and Economic

Development Act."

Section 12. Section 21-28-15 NMSA 1978 (being Laws

1989, Chapter 264, Section 15) is amended to read:

"21-28-15. RIGHTS OF HOLDERS OF BONDS.--Any holder of

bonds issued under the provisions of the University Research

Park and Economic Development Act or any coupons appertaining

thereto, and the trustee under any trust agreement or

resolution authorizing the issuance of those bonds, except as

the rights given pursuant to that act may be restricted by a

trust agreement or resolution, may, either at law or in

equity, by suit, mandamus or other proceeding, protect and

enforce any and all rights under the laws of this state or

granted by that act or under the trust agreement or

resolution or under any other contract executed by the

research park corporation pursuant to that act, and may

enforce and compel the performance of all duties required by

that act or by the trust agreement or resolution to be

performed by the research park corporation or by any officer

thereof."

Section 13. Section 21-28-16 NMSA 1978 (being Laws

1989, Chapter 264, Section 16, as amended) is amended to

read:

"21-28-16. LEGAL INVESTMENTS--TAX EXEMPTION.--All bonds

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issued by a research park corporation under the University

Research Park and Economic Development Act are legal and

authorized investments for banks, savings banks, trust

companies, savings and loan associations, insurance

companies, fiduciaries, trustees and guardians and for the

sinking funds of political subdivisions, departments,

institutions and agencies of this state. When accompanied by

all unmatured coupons appurtenant to them, the bonds are

sufficient security for all deposits of state funds and of

all funds of any board in control of public money at the par

value of the bonds. The bonds and the income from the bonds

are free from taxation within this state, except estate

taxes. The research park corporation in its discretion and

by those means as it deems appropriate may waive the

exemption from federal income taxation of interest on the

bonds. The bonds subject to federal income taxation issued

by the research park corporation shall be payable as to

principal and interest with such frequency as may be required

by the research park corporation."

Section 14. Section 21-28-17 NMSA 1978 (being Laws

1989, Chapter 264, Section 17) is amended to read:

"21-28-17. ANNUAL REPORT AND AUDIT.--

A. A research park corporation shall, within

ninety days following the close of each fiscal year, submit

an annual report of its activities for the preceding year as

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required by the Nonprofit Corporation Act or the Business

Corporation Act under which the research park is

incorporated. The board of directors of the research park

corporation shall annually contract with an independent

certified public accountant, licensed by the state, to

perform an examination and audit of the accounts and books of

the research park corporation, including its receipts,

disbursements, contracts, leases, sinking funds, investments

and any other records and papers relating to its financial

standing, and the certified public accountant shall make a

determination as to whether the research park corporation has

complied with the provisions of the University Research Park

and Economic Development Act. The person performing the

audit shall furnish copies of the audit report to the regents

of the university and the public regulation commission where

they shall be placed on file and made available for

inspection by the general public.

B. Subject to the provisions of any contract with

bondholders or noteholders, a research park corporation shall

prescribe a system of accounts.

C. The costs of audits and examinations performed

pursuant to this section shall be paid by the research park

corporation."

Section 15. Section 21-28-20 NMSA 1978 (being Laws

1989, Chapter 264, Section 20) is amended to read:

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"21-28-20. CONFLICTS OF INTEREST.--

A. If any director, officer or employee of a

research park corporation is interested either directly or

indirectly or is an officer or employee of or has any

ownership interest in any firm or legal entity interested

directly or indirectly in any contract with the research park

corporation, except for any agency, instrumentality,

department or political subdivision of the state, such

interest shall be disclosed to and shall be set forth in the

minutes of the research park corporation that is a party to

the contract. The director, officer or employee having that

interest shall not participate on behalf of the research park

corporation in the authorization of the contract.

B. No director, officer or employee of a research

park corporation or state officer shall accept any gratuities

in connection with the issuance of bonds under the University

Research Park and Economic Development Act, nor shall that

individual be reimbursed for expenses incident to the issuing

of bonds except such expenses as are reimbursed as provided

under the provisions of rules of the regents.

C. Nothing in this section shall prohibit an

officer, director or employee of a financial institution from

participating as a member of the board of directors of a

research park corporation in setting general policies of the

research park corporation, nor shall any provision of this

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section be construed as prohibiting a financial institution

of New Mexico from making loans guaranteed pursuant to the

provisions of the University Research Park and Economic

Development Act because an officer, director or employee of

the financial institution serves as a member of the board of

directors of the research park corporation.

D. Any person who violates the provisions of this

section is guilty of a misdemeanor and shall be sentenced for

a definite term of less than one year, a fine of one thousand

dollars ($1,000), or both."

Section 16. Section 21-28-22 NMSA 1978 (being Laws

1989, Chapter 264, Section 22) is amended to read:

"21-28-22. AGREEMENT WITH THE STATE.--The state does

hereby pledge to and agree with the holders of any bonds or

notes issued under the University Research Park and Economic

Development Act that the state will not limit or alter the

rights hereby vested in the research park corporation by that

act to fulfill the terms of any agreement made with the

holders thereof or in any way impair the rights and remedies

of those holders until the bonds or notes, together with the

interest thereon, with interest on any unpaid installments of

interest and all costs and expenses in connection with any

action or proceedings by or on behalf of those holders, are

fully met and discharged. A research park corporation is

authorized to include this pledge and agreement of the state

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in any agreement with the holders of the bonds or notes."

Section 17. Section 21-28-23 NMSA 1978 (being Laws

1989, Chapter 264, Section 23) is amended to read:

"21-28-23. WORK TO CONFORM TO FEDERAL LAW WHEN AIDED BY

FEDERAL APPROPRIATIONS.--In the event of congress making

appropriations for the conduct of work similar to that

specified in the University Research Park and Economic

Development Act, the work of the research park shall conform

to the requirements imposed as the conditions for those

federal appropriations in order that the work of the research

park may be aided and extended by means of those federal

appropriations for scientific, engineering and industrial

research."

Section 18. Section 21-28-24 NMSA 1978 (being Laws

1989, Chapter 264, Section 24) is amended to read:

"21-28-24. CONTRACTS INVOLVING OFFICERS OR EMPLOYEES OF

EDUCATIONAL INSTITUTIONS AND STATE AGENCIES OR POLITICAL

SUBDIVISIONS.--A research park corporation shall not enter

into any contract involving services or property of a value

in excess of twenty thousand dollars ($20,000) with an

employee of the university or with a business in which the

employee has a controlling interest, except as provided in

Section 21-28-25 NMSA 1978 if the employee has a controlling

interest, unless the president of the university or the

president's designee makes a determination, in writing, that

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the employee is able to provide services that are not readily

available from another person or is able to provide services

that are less expensive or of higher quality than is

otherwise available."