Senate Bill sb2420c1

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    Florida Senate - 2007                           CS for SB 2420

    By the Committee on Commerce; and Senator Ring





    577-2116-07

  1                      A bill to be entitled

  2         An act relating to venture capital funds;

  3         creating s. 288.9621, F.S.; providing a short

  4         title; creating s. 288.9622, F.S.; providing

  5         legislative findings and intent; creating s.

  6         288.9623, F.S.; providing definitions; creating

  7         s. 288.9624, F.S.; creating the SURE Trust as a

  8         state beneficiary public trust; requiring

  9         Enterprise Florida, Inc., to provide

10         administrative support to the trust and be its

11         successor in interest; providing for

12         administration by a board of trustees;

13         providing for appointment of board trustees;

14         providing for terms; providing for service

15         without compensation; providing for

16         reimbursement for travel and other expenses;

17         providing criteria for trustees; providing

18         powers and duties of trustees; providing for

19         hiring employees; providing for meetings of the

20         board; creating s. 288.9625, F.S.; authorizing

21         the trust to receive, hold, use, transfer, and

22         sell certain tax credits for certain purposes;

23         providing requirements and limitations;

24         authorizing the Department of Revenue to adopt

25         rules for certain purposes; creating s.

26         288.9626, F.S.; requiring Enterprise Florida,

27         Inc., to facilitate establishment of the SURE

28         Venture Capital Fund; specifying criteria of

29         the fund; providing for appointment of a board

30         of trustees selection committee; providing for

31         selection of a board of directors of the fund

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    Florida Senate - 2007                           CS for SB 2420
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 1         by Enterprise Florida, Inc.; specifying

 2         criteria; providing for terms and requirements

 3         of the directors; providing purposes of the

 4         fund; providing duties and responsibilities of

 5         the fund; authorizing the fund to charge a

 6         management fee for certain purposes; providing

 7         for reimbursement for travel and other direct

 8         expenses; providing for powers of the fund;

 9         providing investment requirements for the fund;

10         requiring the board of directors to issue an

11         annual report on the activities of the fund;

12         providing report requirements; creating s.

13         288.9628, F.S.; creating the Institute for the

14         Commercialization of Public Research; providing

15         legislative intent; providing that the purpose

16         of the institute is to commercialize the

17         products of public research; providing

18         responsibilities of the institute; prohibiting

19         the institute from having any interest in any

20         product supported by the institute; providing

21         appropriations; providing an effective date.

22  

23  Be It Enacted by the Legislature of the State of Florida:

24  

25         Section 1.  Sections 288.9621, 288.9622, 288.9623,

26  288.9624, 288.9625, 288.9626, and 288.9628, Florida Statutes,

27  are created to read:

28         288.9621  Short title.--Sections 288.9621-288.9628 may

29  be cited as the "SURE Venture Capital Act."

30         288.9622  Findings and intent.--

31  

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    Florida Senate - 2007                           CS for SB 2420
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 1         (1)  The Legislature finds and declares that there is

 2  need to increase the availability of seed capital and early

 3  stage venture equity capital for emerging companies in this

 4  state which are commercializing state university research,

 5  technology, or patents, or commercializing in this state any

 6  other state-supported research organization's technology,

 7  products, or patents, including, without limitation,

 8  enterprises in life sciences, information technology, advanced

 9  manufacturing processes, aviation and aerospace, and homeland

10  security and defense, as well as other strategic technologies.

11         (2)  It is the intent of the Legislature that ss.

12  288.9621-288.9628 serve to mobilize investment in a broad

13  variety of Florida-based, new technology companies within

14  diversified industries; retain private-sector-investment

15  criteria focused on rate of return; use the services of a

16  highly qualified manager in the venture capital industry;

17  facilitate the organization of the SURE Venture Capital Fund

18  as a coinvestor in seed and early stage companies; market

19  products developed in state universities and other publicly

20  funded entities located in this state; and precipitate capital

21  investment and extensions of credit to and in the Sure Venture

22  Capital Fund, and it is the further intent of the Legislature

23  that an institute be created to mentor, market, and attract

24  capital to such commercialization ventures.

25         (3)  It is the intent of the Legislature to mobilize

26  venture equity capital for investment in such a manner as to

27  result in a significant potential to create new businesses and

28  jobs in this state which are based on high-growth-potential

29  technologies, products, or services and which will further

30  diversify the economy of this state.

31  

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    Florida Senate - 2007                           CS for SB 2420
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 1         288.9623  Definitions.--As used in ss.

 2  288.9621-288.9628:

 3         (1)  "Board" means the board of trustees of the SURE

 4  Trust.

 5         (2)  "Certificate" means a contract between the trust

 6  and a designated investor or lender evidencing the terms of a

 7  guarantee or incentive granted to a designated investor.

 8         (3)  "Designated investor" means a person, other than

 9  the board, who purchases an equity interest in the SURE

10  Venture Capital Fund, or who is a party to a certificate, or

11  who is a lender to the SURE Venture Capital Fund.

12         (4)  "SURE Trust" or "trust" means a state beneficiary

13  public trust created under ss. 288.9621-288.9628.

14         (5)  "SURE Venture Capital Fund" or "fund" means the

15  private, limited liability company in which a designated

16  investor purchases an equity interest or to which a designated

17  investor extends credit.

18         (6)  "SURE Fund Board" or "directorate" means the board

19  of directors of the SURE Venture Capital Fund.

20         (7)  "Tax credit" means a contingent tax credit issued

21  under ss. 288.9621-288.9628 or subsequent legislative action

22  which is available to offset tax liabilities imposed by this

23  state if the proceeds of the tax are payable to the General

24  Revenue Fund. A tax credit is not eligible to offset tax

25  liabilities imposed by a political subdivision within this

26  state.

27         288.9624  SURE Trust.--

28         (1)  PUBLIC TRUST.--The SURE Trust is created as a

29  state beneficiary public trust to be administered by the

30  board. The exercise by the board of powers conferred by ss.

31  

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    Florida Senate - 2007                           CS for SB 2420
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 1  288.9621-288-9628 is deemed and held to be the performance of

 2  essential public purposes.

 3         (2)  PUBLIC RECORDS AND MEETINGS.--

 4         (a) The trust is not a unit of state government or a

 5  political subdivision of the state. However, the Legislature

 6  declares that the trust is subject to s. 24, Art. I of the

 7  State Constitution and chapter 119, relating to public

 8  records, and the provisions of chapter 286 relating to public

 9  meetings and records. Furthermore, all officers, trustees, and

10  employees of the trust must comply with the code of ethics for

11  public officers and employees under part III of chapter 112.

12         (b)  The trust must establish at least one corporate

13  office in this state and appoint a registered agent.

14         (c)  The trust may hire or contract for all personnel

15  necessary to properly execute the powers and duties bestowed

16  upon it within the funds appropriated to implement ss.

17  288.956-288.9566. Using funds appropriated to implement this

18  section, the trust may not expend more than $1 million each

19  year for personnel and necessary administrative expenditures,

20  including, but not limited to, travel and per diem, legal

21  fees, consultant's fees, rents and utilities, and audit fees.

22         (d)  Subject to appropriations, Enterprise Florida,

23  Inc., shall reasonably contract to provide administrative

24  support to the trust as requested by the trust. If the trust

25  is dissolved, Enterprise Florida, Inc., becomes the trust's

26  successor in interest and assumes all rights, duties, and

27  obligations of the trust under any contract to which the trust

28  is then a party and under law.

29         (3)  PURPOSE.--The trust shall be organized to receive,

30  hold, invest, administer, and disburse funds appropriated by

31  the Legislature; to receive and hold transferable tax credits;

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    Florida Senate - 2007                           CS for SB 2420
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 1  to issue guarantees or pledge tax credits for guarantee of

 2  funds borrowed by or invested in the SURE Venture Capital

 3  Fund; and to liquidate tax credits as may be necessary to

 4  effect performance on any guarantee.

 5         (4)  BOARD; MEMBERSHIP.--The trust shall be governed by

 6  a board of trustees.

 7         (a)  The board of trustees shall consist of nine voting

 8  trustees, of whom the Governor shall appoint three, the

 9  President of the Senate shall appoint three, and the Speaker

10  of the House of Representatives shall appoint three.

11         (b)  As a candidate to be selected to the board of

12  trustees, an individual must have prior experience with and

13  demonstrated expertise and competence in early stage business

14  investment, corporate management, the supervision of early

15  stage investment managers, venture capital investment,

16  management of entrepreneurial companies, the fiduciary

17  management of investment funds, or the commercialization of

18  research products. The individual must also demonstrate

19  competence with respect to the administration and management

20  of a publicly listed company, or experience and competence in

21  public accounting, auditing, and fiduciary responsibilities. A

22  trustee may not have an ownership interest in any entity to

23  which a certificate is issued or have any business

24  relationship with any investment manager hired by SURE Venture

25  Capital Fund.

26         (c)  Each trustee of the board of trustees shall be

27  appointed to a term of 4 years, except that for the initial

28  appointments the Governor, the President of the Senate, and

29  the Speaker of the House of Representatives shall each appoint

30  one trustee for a term of 1 year, one trustee for a term of 2

31  years, and one trustee for a term of 4 years in order to

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    Florida Senate - 2007                           CS for SB 2420
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 1  achieve staggered terms among the trustees of the board. A

 2  trustee is not eligible for reappointment to the board, except

 3  that a trustee appointed to an initial term of 1 year or 2

 4  years may be reappointed for an additional term of 4 years,

 5  and a person appointed to fill a vacancy having 2 years or

 6  less remaining on the term may be reappointed for an

 7  additional term of 4 years. The Governor, the President of the

 8  Senate, and the Speaker of the House of Representatives shall

 9  make their initial appointments to the board by October 1,

10  2007.

11         (d)  The Governor, the President of the Senate, or the

12  Speaker of the House of Representatives, respectively, shall

13  fill a vacancy on the board of trustees, according to who

14  appointed the trustee whose vacancy is to be filled or whose

15  term has expired. A vacancy that occurs before the scheduled

16  expiration of the term of the trustee shall be filled for the

17  remainder of the unexpired term. A trustee whose term has

18  expired shall continue to serve until his or her replacement

19  has been appointed.

20         (e)  Each trustee who is not otherwise required to file

21  financial disclosure under s. 8, Art. II of the State

22  Constitution or s. 112.3144, shall file disclosure of

23  financial interests under s. 112.3145.

24         (f)1.  A trustee appointed to the board must agree to

25  refrain from having any direct interest in any contract,

26  franchise, privilege, or other benefit arising from the trust,

27  SURE Venture Capital Fund, or a project receiving investment

28  from the SURE Venture Capital Fund during the term of his or

29  her appointment and for 2 years after the termination of the

30  appointment.

31  

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    Florida Senate - 2007                           CS for SB 2420
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 1         2.  If a trustee accepts a direct interest in any

 2  contract, franchise, privilege, or other benefit prohibited by

 3  this paragraph within 2 years after the termination of his or

 4  her service on the board, the trustee commits a misdemeanor of

 5  the first degree, punishable as provided in s. 775.083 or s.

 6  775.084.

 7         (g)  A trustee may not receive compensation for his or

 8  her services, but is entitled to receive reimbursement for

 9  necessary expenses, including travel and per diem expenses,

10  incurred in the performance of his or her duties.

11         (h)  A trustee is accountable for the proper

12  performance of the duties of office, and each trustee owes a

13  fiduciary duty to the people of the state to ensure that funds

14  or tax credits provided in furtherance of ss.

15  288.9621-288.9628 are disbursed and used as prescribed by law

16  and contract and in the best interests of the state.

17         (i)  The Governor, the President of the Senate, or the

18  Speaker of the House of Representatives, according to which

19  officer appointed the trustee, may remove a trustee for

20  malfeasance, misfeasance, neglect of duty, incompetence,

21  permanent inability to perform official duties, unexcused

22  absence from three consecutive meetings of the board, arrest

23  or indictment for a crime that is a felony or a misdemeanor

24  involving theft or a crime of dishonesty, or pleading nolo

25  contendere to, or being found guilty of, any crime.

26         (5)  ORGANIZATION; MEETINGS.--

27         (a)1.  The board of trustees shall annually elect a

28  chairperson and a vice chairperson from among the board's

29  trustees. The trustees may, by a vote of five of the nine

30  board trustees, remove a trustee from the position of

31  chairperson or vice chairperson before the expiration of his

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    Florida Senate - 2007                           CS for SB 2420
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 1  or her term as chairperson or vice chairperson. His or her

 2  successor shall be elected to serve for the balance of the

 3  removed chairperson's or vice chairperson's term.

 4         2.  The chairperson is responsible for ensuring that

 5  records are kept of the proceedings of the board of trustees

 6  and is the custodian of all books, documents, and papers filed

 7  with the board; the minutes of meetings of the board; and the

 8  official seal of the trust.

 9         (b)1.  The board of trustees shall meet upon the call

10  of the chairperson or at the request of a majority of the

11  trustees, but not less than twice each calendar year and more

12  frequently if necessary to promptly act on a request for a

13  matched investment.

14         2.  A majority of the voting trustees of the board

15  constitutes a quorum. Except as otherwise provided in this

16  section, the board may take official action by a majority vote

17  of the trustees present at any meeting at which a quorum is

18  present. Trustees may not vote by proxy.

19         3.  A trustee may participate in a meeting of the board

20  by telephone or videoconference through which each trustee may

21  hear every other trustee.

22         (6)  POWERS AND DUTIES.--The trust shall be organized

23  to receive and hold transferable tax credits; to issue

24  guarantees or pledge tax credits for guarantee of funds

25  borrowed by or invested in the SURE Venture Capital Fund; to

26  liquidate tax credits as may be necessary to effect

27  performance on any guarantee; and to receive, hold, invest,

28  administer, and disburse funds appropriated by the

29  Legislature. The trust shall disburse any income generated

30  from the investment of these funds consistent with the purpose

31  and provisions of ss. 288.9621-288.9628. In addition to the

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 1  powers and duties prescribed in chapter 617 and the articles

 2  and bylaws adopted under that chapter, the trust:

 3         (a)  May make and enter into contracts and assume any

 4  other functions that are necessary to carry out the purpose of

 5  the trust.

 6         (b)  May enter into leases and contracts for the

 7  purchase of real and personal property and execute notes,

 8  mortgages, guarantees, or security agreements to secure the

 9  performance of a contract or certificate.

10         (c)  May perform all acts and things necessary or

11  convenient to carry out the powers expressly granted in ss.

12  288.9621-288.9628 and perform on a contract or certificate

13  agreement entered into between the trust and a designated

14  investor.

15         (d)  May make expenditures from funds provided by this

16  state, including any necessary administrative expenditures

17  consistent with its powers.

18         (e)  Shall indemnify, and purchase and maintain

19  insurance on behalf of, trustees, officers, and employees of

20  the trust against any personal liability or accountability.

21         (f)  Shall disburse funds under this section and any

22  contract entered into between the trust and a designated

23  investor.

24         (g)  Shall receive and review reports and financial

25  documentation provided by a SURE Venture Capital Fund to

26  ensure compliance with ss. 288.9621-288.9626 and a

27  certificate.

28         (h)  Shall prepare an annual report as prescribed in

29  subsection (8).

30  

31  

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 1         (i)  May accept gifts, grants, donations, in-kind

 2  services, or other goods and services for carrying out its

 3  purposes.

 4         (6)  INVESTMENT OF FUNDS.--The trust must enter into an

 5  agreement with the State Board of Administration under which

 6  funds received by the trust which are not disbursed must be

 7  invested by the State Board of Administration on behalf of the

 8  trust. Funds shall be invested in suitable instruments

 9  authorized under s. 215.47 and specified in investment

10  guidelines established and agreed to by the State Board of

11  Administration and the trust.

12         (7)  ANNUAL REPORT.--By December 1 of each year, the

13  trust shall prepare a report of the activities and outcomes of

14  the trust and submit the report to the Governor, the President

15  of the Senate, and the Speaker of the House of

16  Representatives. The report, at a minimum, must include:

17         (a)  An accounting of the amount of grants and

18  proposals awarded and disbursed during the preceding fiscal

19  year by project and university and the value of certificates

20  issued the previous fiscal year and the total certificates

21  outstanding.

22         (b)  Information concerning the amount and nature of

23  economic activity in this state generated through university

24  and other state-supported research projects receiving funding

25  from the trust.

26         (c)  Project summaries of the information reported by

27  grant recipients in paragraph (b).

28         (d)  A description of the benefits to this state

29  resulting from the trust program, including the number of

30  businesses created, associated industries started, and the

31  growth of related research projects.

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 1         (e)  Independently audited financial statements,

 2  including statements that show receipts and expenditures

 3  during the preceding fiscal year for personnel,

 4  administration, and operational costs of the trust.

 5         (f)  A description of those projects supported by the

 6  trust in which two or more universities are working

 7  cooperatively to avoid duplicating activities, programs, and

 8  functions and to leverage the expertise offered by other

 9  universities.

10         (g)  A description of any sale of tax certificates

11  which is reasonably anticipated by the board to meet its

12  certificate obligations.

13         (8)  LIABILITY.--The appropriation or disbursement of

14  funds under this section does not constitute a debt,

15  liability, or obligation of the state or any political

16  subdivision thereof, or a pledge of the faith and credit of

17  the state or of any political subdivision.

18         (9)  ACTIVITIES.--The board may engage consultants,

19  expend funds, invest funds, contract, bond or insure against

20  loss, provide guarantees or other incentives, hold

21  transferable tax credits, sell tax credits, or enter into any

22  financial or other transaction or perform any other act

23  necessary to carry out its purpose under ss.

24  288.9621-288.9628.

25         (10)  TAX CREDITS.--The board, in conjunction with the

26  Department of Revenue, shall develop a system for registration

27  of any tax credits received by the trust and transferred under

28  ss. 288.9621-288.9628. The board shall also create a system of

29  documentation that permits verification that any tax credit

30  claimed upon a tax return is validly held by the person

31  claiming such tax credit and properly taken in the year of

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 1  claim and that any transfers of the tax credit are made in

 2  accordance with the requirements of ss. 288.9621-288.9628.

 3         (11)  EMPLOYEES.--If the board elects to hire

 4  employees, such persons shall be selected by the board based

 5  upon knowledge and leadership in the field for which the

 6  person performs services for the board. The board shall charge

 7  fees for its guarantees to designated investors or for other

 8  services such that the board's operations may be conducted

 9  without subsequent legislative appropriation.

10         288.9625  Issuance of tax credits.--

11         (1)  The trust shall receive and hold for the purposes

12  of ss. 288.9621-288.9628 tax credits that may be used to

13  reduce any tax liability imposed by the state under chapter

14  212, chapter 220, s. 624.509, or s. 624.510. The total amount

15  of tax credits issued and transferred to the trust is $50

16  million. The tax credits shall be transferable by the board as

17  provided in this section if such transferred tax credit is not

18  exercisable before July 1, 2012, or after July 1, 2037.

19         (2)  The board may transfer and sell tax credits solely

20  for the purpose of fulfilling, in whole or in part, any

21  certificate obligation issued by the board. The board shall

22  immediately notify the Governor, the President of the Senate,

23  the Speaker of the House of Representatives, and the

24  Department of Revenue, in writing, if any tax credit is

25  transferred. The board shall be notified immediately of any

26  transfers of tax credits by persons or businesses other than

27  the board and shall notify the Department of Revenue, in

28  writing, of such transfers.

29         (3)(a)  The board shall ensure that no more than $15

30  million in tax credits is transferred, which may be claimed

31  and used to reduce taxes payable to the General Revenue Fund

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 1  for any single state fiscal year. The board shall clearly

 2  indicate upon the face of the document transferring the tax

 3  credit the principal amount of the tax credit and the state

 4  fiscal year or years during which the credit may be claimed.

 5         (b)  Tax credits may be transferred in increments of no

 6  less than $100,000. A copy of the document transferring the

 7  tax credit shall be transmitted to the executive director of

 8  the Department of Revenue, who shall allow the credit to be

 9  claimed against tax liabilities of the person or business

10  consistent with the terms appearing in the transfer document.

11         (4)  If the tax liabilities of the taxpayer are

12  insufficient to exhaust the tax credit for which the taxpayer

13  is eligible, the balance of the tax credit may be refunded by

14  the state. If a tax credit granted under this section is not

15  claimed in the year designated for claiming the credit on the

16  transfer document, any return for the year in which the credit

17  was eligible to be claimed may be amended to claim the credit

18  within the time specified by ss. 95.091 and 215.26.

19         (5)  Persons or businesses to which tax credits under

20  this section are transferred shall retain documentation

21  supporting eligibility to claim the tax credits and evidence

22  of the transfer of the tax credits, if applicable, until the

23  time provided to audit the tax returns on which the tax

24  credits were claimed has passed.

25         (6)  The Department of Revenue, in conjunction with the

26  board, may adopt rules governing the manner and form of

27  documentation required to claim tax credits granted or

28  transferred under this section and may establish guidelines as

29  to the requisites for an affirmative showing of qualification

30  for tax credits granted or transferred under this section.

31  

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 1         (7)  An insurance company claiming a credit against

 2  premium tax liability under this section is not required to

 3  pay any additional retaliatory tax levied pursuant to s.

 4  624.5091 as a result of claiming such credit. Because credits

 5  under this section are available to an insurance company, s.

 6  624.5091 does not limit such credit in any manner.

 7         (8)  Any original sale of tax credits by the board

 8  shall be by competitive bidding unless the sale is for the

 9  full face value of the credits.

10         288.9626  SURE Venture Capital Fund.--

11         (1)(a)  At the request of the board, Enterprise

12  Florida, Inc., shall facilitate the creation of the SURE

13  Venture Capital Fund, a private corporation. Enterprise

14  Florida, Inc., shall be the corporation's sole shareholder or

15  member. The corporation is not a public corporation or

16  instrumentality of the state.

17         (b)  The purpose of the SURE Venture Capital Fund is to

18  select an early stage venture capital investment advisor,

19  negotiate for investment capital or loan proceeds from

20  private, institutional, or banking sources having the benefit

21  of guarantees from the SURE Trust and coinvest capital in

22  companies in this state which are accepted into or promoted by

23  the Institute for the Commercialization of Public Research.

24  The fund shall manage its business affairs and conduct

25  business consistent with its organizational documents and the

26  purposes set forth in this section.

27         (2)(a)  The vice chair of Enterprise Florida, Inc.,

28  shall select from among its sitting board of directors a

29  five-person appointment committee. The appointment committee

30  shall select five initial members of a board of directors for

31  the fund.

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 1         (b)  The persons elected to the initial board of

 2  directors by the appointment committee shall include persons

 3  who have expertise in the area of the selection and

 4  supervision of early stage investment managers or in the

 5  fiduciary management of investment funds and other areas of

 6  expertise as considered appropriate by the appointment

 7  committee.

 8         (c)  After election of the initial board of directors,

 9  vacancies on the board shall be filled by vote of the board of

10  directors of Enterprise Florida, Inc., and board members shall

11  serve terms as provided in the fund's organizational

12  documents.

13         (d)  Members of the board are subject to any

14  restrictions on conflicts of interest specified in the

15  organizational documents and may not have an interest in any

16  venture capital investment selected by the corporation under

17  ss. 288.9621-288.9628.

18         (3)  The board shall organize the SURE Venture Capital

19  Fund, select an early stage venture capital investment

20  manager, negotiate the terms of a contract with the SURE

21  Venture Capital Fund investment manager, execute the contract

22  with the selected venture capital investment fund manager on

23  behalf of the SURE Venture Capital Fund, manage the business

24  affairs of the SURE Venture Capital Fund, such as accounting,

25  audit, insurance, and related requirements, solicit and

26  negotiate the terms, contract for and receive investment

27  capital and loan proceeds with the assistance of the

28  investment manager and with certificates of guarantee from the

29  SURE Trust, receive investment returns, pay investors and

30  debtors, and reinvest the investment returns in the fund in

31  order to provide additional venture capital investments

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 1  designed to result in a significant potential to create new

 2  businesses and jobs in this state and further diversify the

 3  economy of this state.

 4         (4)  Upon organization, the board shall conduct a

 5  national solicitation for investment plan proposals from

 6  qualified venture capital investment managers for the raising

 7  and investing of capital by the SURE Venture Capital Fund. Any

 8  proposed investment plan must address the applicant's level of

 9  experience, quality of management, investment philosophy and

10  process, provability of success in fundraising, prior

11  investment fund results, and plan for achieving the purposes

12  of this act. The board shall select only venture capital

13  investment managers having demonstrated expertise in the

14  management of and investment in companies.

15         (5)  A member of the board of directors shall receive

16  no compensation for his or her services, but is entitled to

17  receive reimbursement for necessary expenses, including travel

18  and per diem expenses, incurred in the performance of his or

19  her duties.

20         (6)  The fund shall have all powers granted under its

21  organizational documents and shall indemnify members to the

22  broadest extent permissible under the laws of this state.

23         (7)(a)  The fund may negotiate any and all terms and

24  conditions for its investments.

25         (b)  The fund shall invest directly only in companies

26  in this state which are accepted into or promoted by the

27  Institute for the Commercialization of Public Research. The

28  fund shall invest only if additional private capital is

29  invested in an amount equal to or greater than the investment

30  of the fund, only if the fund's reasonable due diligence

31  determines that the company is viable and has prospects for

                                  17

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    Florida Senate - 2007                           CS for SB 2420
    577-2116-07




 1  profitable operations, and only if the company has manifested

 2  its intent to remain located in this state. Not more than 15

 3  percent of the fund's accessible capital may be invested in

 4  one company project.

 5         (8)  If the fund is liquidated or has returned all

 6  capital to designated investors in accordance with contractual

 7  agreements, or if the guarantee capacity of the corporation,

 8  at the sole discretion of the board, is sufficient for

 9  additional certificates, a new funding of the SURE Venture

10  Capital Fund may be implemented for subsequent venture capital

11  investments. If the board takes exception to an additional

12  funding, such additional funding may be implemented only

13  without the benefit of certificates from the board.

14         (9)  The directorate shall issue an annual report

15  concerning the activities conducted by the SURE Venture

16  Capital Fund and present the report to the SURE Trust no later

17  than November 15 for inclusion in the board's report to the

18  the Governor, the President of the Senate, and the Speaker of

19  the House of Representatives. The annual report must include,

20  but need not be limited to, a copy of the independent audit of

21  the fund, the number of investments made or committed during

22  the fiscal year, the amount of debt or capital in or committed

23  to the fund for which certificates have been issued by the

24  board, and a general description of the companies receiving

25  investment by the fund and their associated industry.

26         288.9628  Institute for the Commercialization of Public

27  Research.--There is established the Institute for the

28  Commercialization of Public Research.

29         (1)  It is the intent of the Legislature that the

30  Institute for the Commercialization of Public Research be

31  established in Florida. Enterprise Florida, Inc., shall issue

                                  18

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    Florida Senate - 2007                           CS for SB 2420
    577-2116-07




 1  a request for proposals to public universities in south

 2  Florida requesting proposals to fulfill the purposes of the

 3  institute as described in this section and provide for its

 4  physical location in a major metropolitan area of the state

 5  having extensive commercial air service to facilitate access

 6  by Venture Capital providers. Enterprise Florida, Inc., shall

 7  review the proposals in a committee appointed by its board of

 8  directors which shall make a recommendation for final

 9  selection. Final approval of the selected proposal must be by

10  the board of directors of Enterprise Florida, Inc., at one of

11  its duly noticed meetings.

12         (2)(a)  The purpose of the institute is to assist in

13  the commercialization of products developed by the research

14  and development activities of publicly supported universities

15  and colleges, research institutes, and other publicly

16  supported organizations within the state.

17         (b)  To be eligible for assistance, the company or

18  organization attempting to commercialize its product must be

19  accepted by the institute before receiving the institute's

20  assistance. The institute shall receive recommendations from

21  any publicly supported organization that a company that is

22  commercializing the research, technology, or patents from a

23  qualifying publicly supported organization should be accepted

24  into the institute.

25         (c)  The institute shall thereafter review the business

26  plans and technology information of each such recommended

27  company. If accepted, the institute shall mentor the company,

28  develop marketing information on the company, and use its

29  resources to attract capital investment into the company, as

30  well as bring other resources to the company which may foster

31  

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    Florida Senate - 2007                           CS for SB 2420
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 1  its effective management, growth, capitalization, technology

 2  protection, marketing or business success.

 3         (3)  The institute shall:

 4         (a)  Maintain a centralized location to showcase

 5  companies and their technologies and products;

 6         (b)  Develop an efficient process to inventory and

 7  publicize companies and products that have been accepted by

 8  the institute for commercialization;

 9         (c)  Routinely communicate with private investors and

10  venture capital organizations regarding the investment

11  opportunities in its showcased companies;

12         (d)  Facilitate meetings between prospective investors

13  and eligible organizations in the institute;

14         (e)  Hire full-time staff who understand relevant

15  technologies needed to market companies to the angel investors

16  and venture capital investment community;

17         (f)  Operate within an allocated annual budget of $1

18  million or less; and

19         (g)  Develop cooperative relationships with publicly

20  supported organizations all of which work together to provide

21  resources or special knowledge that is likely to be helpful to

22  institute companies.

23         (4)  The institute may not develop or accrue any

24  ownership, royalty, patent, or other such rights over or

25  interest in companies or products in the institute and shall

26  maintain the secrecy of proprietary information.

27         (5)  The institute may not charge for services rendered

28  to state universities and affiliated organizations, community

29  colleges, or state agencies.

30         Section 2.  The nonrecurring sum of $700,000 is

31  appropriated from the General Revenue Fund to the SURE Venture

                                  20

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    Florida Senate - 2007                           CS for SB 2420
    577-2116-07




 1  Capital Fund and the nonrecurring sum of $300,000 is

 2  appropriated to the SURE Trust for the purpose of initiating

 3  activities necessary to implement its responsibilities under

 4  this act for the 2007-2008 fiscal year.

 5         Section 3.  The nonrecurring sum of $100,000 is

 6  appropriated to Enterprise Florida and the nonrecurring sum of

 7  $900,000 is appropriated from the General Revenue Fund to the

 8  Institute for the Commercialization of Public Research for the

 9  purpose of initiating activities necessary to implement its

10  responsibilities under this act for the 2007-2008 fiscal year.

11         Section 4.  This act shall take effect July 1, 2007.

12  

13          STATEMENT OF SUBSTANTIAL CHANGES CONTAINED IN
                       COMMITTEE SUBSTITUTE FOR
14                         Senate Bill 2420

15                                 

16  The CS changes the bill as filed in the following way:

17  -    Raises from $35 million to $50 million the amount of tax
         credits available to the SURE Trust, and raises from $10
18       million to $15 million the amount that may be transferred
         and claimed by investors in a single state fiscal year;
19  
    -    Clarifies the SURE Trust's powers to hold, transfer, and
20       liquidate state tax credits;

21  -    Modifies location of the Institute at a public university
         in south Florida by adding that the institute must be
22       located in a "major metropolitan area of the state with
         extensive commercial air service to facilitate access by
23       Venture Capital providers"; and

24  -    Deletes the provision that the SURE Venture Capital
         Fund's board of directors may charge a management fee on
25       the assets it is holding.

26  

27  

28  

29  

30  

31  

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