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The Governance Structure and Legislative Framework UVI Research & Technology Park Reflecting Amendments as approved by Board of Trustees June 2, 2001 INTRODUCTION The purpose of this document is to make recommendations on the governance structure for the UVI Research & Technology Park and to suggest the elements of the legislative framework that will form the basis for developing the proposed enabling legislation. This brief document addresses the following matters: the objectives of the Research & Technology Park, recommendations on the organizational form of the Park and its relationship to the University, and finally the legislative framework for the Park. OBJECTIVES OF THE PARK i The Research & Technology Park is conceptualized as a vehicle for economic development that will be operated under the aegis of the University of the Virgin Islands. More specifically, the Park is intended to create an environment that would enable technology-based economic development in the territory by facilitating job creation, business development and revenue generation. oA To enable technology based economic development, it is necessary to create “value” for potential investors and partners in ways that give the Park a distinct competitive advantage both in terms of what it offers and the way it functions and operates. The University should therefore view the Park initiative as the creation of a Marketable Asset that will have an intrinsic value that we will offer to potential partners as a “Unique Selling Proposition”. Economic development will result from the exchange of the “value” the University offers for the “value” the University wants in return for itself and for the territory. Value Propositions relating to What the Park Offers and How it Functions Viewed in terms of what the Park offers and how it operates, the following value propositions or characteristics would give the Park a distinctive advantage and help to ensure its success: (a) The Park is zoned as a tax-exempt zone for defined businesses, and would be able to qualify eligible businesses for benefits. (b) The Cell Corporation is granted the appropriate tax benefits and the Park is empowered to manage the cell corporation and to qualify businesses as cells. f>~ 5. Powers and duties of Board of Directors: The Board of Directors shall have powers and duties necessary and sufficient to effectuate the purposes of the Park Authority, including the following: (a) To select an Executive Director for the Park Authority and to select the Chairman of the Board of the Authority; (b) To adopt general policies and procedures, (c) To enter into contracts and agreements; (d) To own, acquire or lease real or personal property; (e) To borrow money, issue bonds of the Authority for any of its corporate purposes and to give security therefor; (f) To accept grants or loans from the federal or local Government; (g) To acquire and use trademarks and trade names in accordance with applicable Federal and territorial law; (h) To qualify businesses meeting certain pre-defined criteria for tax benefits granted to the Park by the Legislature. 6. Executive Director: The Executive Director of the Park Authority shall have the following powers and duties: (a) To hire and remove employees of the Park Authority for cause; (b) To be responsible for the general administration of the Authority; 7. Executive Committee: The Executive Committee of the Authority can exercise the powers of the Authority’s Board when the Board is not in session, consistent with the policies of the Board of the Authority. CERTIFICATION The foregoing is an exact copy of a document adopted and approved by the Board of Trustees of the University of the Virgin islands at its meeting on May 2, 2001, as recorded in the minutes of said meeting. (Onrble Law Secretary of the Board 6/4/61