Senate Bill sb2420
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
By Senator Ring
32-1932-07
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
1
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
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
2
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
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
3
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
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, for-profit limited liability company in which a
16 designated investor purchases an equity interest or to which a
17 designated investor extends credit.
18 (6) "Tax credit" means a contingent tax credit issued
19 under ss. 288.9621-288.9628 or subsequent legislative action
20 which is available to offset tax liabilities imposed by this
21 state if the proceeds of the tax are payable to the General
22 Revenue Fund. A tax credit is not eligible to offset tax
23 liabilities imposed by a political subdivision within this
24 state.
25 288.9624 SURE Trust.--
26 (1) PUBLIC TRUST.--The SURE Trust is created as a
27 state beneficiary public trust to be administered by the
28 board. The exercise by the board of powers conferred by this
29 part is deemed and held to be the performance of essential
30 public purposes.
31 (2) PUBLIC RECORDS AND MEETINGS.--
4
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 (a) The trust is not a unit of state government or a
2 political subdivision of the state. However, the Legislature
3 declares that the trust is subject to s. 24, Art. I of the
4 State Constitution and chapter 119, relating to public
5 records, and the provisions of chapter 286 relating to public
6 meetings and records. Furthermore, all officers, trustees, and
7 employees of the trust must comply with the code of ethics for
8 public officers and employees under part III of chapter 112.
9 (b) The trust must establish at least one corporate
10 office in this state and appoint a registered agent.
11 (c) The trust may hire or contract for all personnel
12 necessary to properly execute the powers and duties bestowed
13 upon it within the funds appropriated to implement ss.
14 288.956-288.9566. Using funds appropriated to implement this
15 section, the trust may not expend more than $1 million each
16 year for personnel and necessary administrative expenditures,
17 including, but not limited to, travel and per diem, legal
18 fees, consultant's fees, rents and utilities, and audit fees.
19 (d) Subject to appropriations, Enterprise Florida,
20 Inc., shall provide administrative support to the trust as
21 requested by the trust. If the trust is dissolved, Enterprise
22 Florida, Inc., becomes the trust's successor in interest and
23 assumes all rights, duties, and obligations of the trust under
24 any contract to which the trust is then a party and under law.
25 (3) PURPOSE.--The trust shall be organized to receive,
26 hold, invest, administer, and disburse funds appropriated by
27 the Legislature.
28 (4) BOARD; MEMBERSHIP.--The trust shall be governed by
29 a board of trustees.
30 (a) The board of trustees shall consist of nine voting
31 trustees, of whom the Governor shall appoint three, the
5
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 President of the Senate shall appoint three, and the Speaker
2 of the House of Representatives shall appoint three.
3 (b) As a candidate to be selected to the board of
4 trustees, an individual must have prior experience with and
5 demonstrated expertise and competence in early stage business
6 investment, corporate management, the supervision of early
7 stage investment managers, venture capital investment,
8 management of entrepreneurial companies, the fiduciary
9 management of investment funds, and the commercialization of
10 research products. The individual must also demonstrate
11 competence with respect to the administration and management
12 of a publicly listed company, or experience and competence in
13 public accounting, auditing, and fiduciary responsibilities. A
14 trustee may not have an ownership interest in any entity to
15 which a certificate is issued or have any business
16 relationship with any investment manager hired by SURE Venture
17 Capital Fund.
18 (c) Each trustee of the board of trustees shall be
19 appointed to a term of 4 years, except that for the initial
20 appointments the Governor, the President of the Senate, and
21 the Speaker of the House of Representatives shall each appoint
22 one trustee for a term of 1 year, one trustee for a term of 2
23 years, and one trustee for a term of 4 years in order to
24 achieve staggered terms among the trustees of the board. A
25 trustee is not eligible for reappointment to the board, except
26 that a trustee appointed to an initial term of 1 year or 2
27 years may be reappointed for an additional term of 4 years,
28 and a person appointed to fill a vacancy having 2 years or
29 less remaining on the term may be reappointed for an
30 additional term of 4 years. The Governor, the President of the
31 Senate, and the Speaker of the House of Representatives shall
6
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 make their initial appointments to the board by October 1,
2 2007.
3 (d) The Governor, the President of the Senate, or the
4 Speaker of the House of Representatives, respectively, shall
5 fill a vacancy on the board of trustees, according to who
6 appointed the trustee whose vacancy is to be filled or whose
7 term has expired. A vacancy that occurs before the scheduled
8 expiration of the term of the trustee shall be filled for the
9 remainder of the unexpired term. A trustee whose term has
10 expired shall continue to serve until his or her replacement
11 has been appointed.
12 (e) Each trustee who is not otherwise required to file
13 financial disclosure under s. 8, Art. II of the State
14 Constitution or s. 112.3144, shall file disclosure of
15 financial interests under s. 112.3145.
16 (f)1. A trustee appointed to the board must agree to
17 refrain from having any direct interest in any contract,
18 franchise, privilege, or other benefit arising from a project
19 receiving financing from the board during the term of his or
20 her appointment and for 2 years after the termination of the
21 appointment.
22 2. If a trustee accepts a direct interest in any
23 contract, franchise, privilege, or other benefit granted by
24 the institution or affiliate within 2 years after the
25 termination of his or her service on the board, the trustee
26 commits a misdemeanor of the first degree, punishable as
27 provided in s. 775.083 or s. 775.084.
28 (g) A trustee may not receive compensation for his or
29 her services, but is entitled to receive reimbursement for
30 necessary expenses, including travel and per diem expenses,
31 incurred in the performance of his or her duties.
7
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 (h) A trustee is accountable for the proper
2 performance of the duties of office, and each trustee owes a
3 fiduciary duty to the people of the state to ensure that funds
4 provided in furtherance of ss. 288.9621-288.9628 are disbursed
5 and used as prescribed by law and contract and in the best
6 interests of the state.
7 (i) The Governor, the President of the Senate, or the
8 Speaker of the House of Representatives, according to which
9 officer appointed the trustee, may remove a trustee for
10 malfeasance, misfeasance, neglect of duty, incompetence,
11 permanent inability to perform official duties, unexcused
12 absence from three consecutive meetings of the board, arrest
13 or indictment for a crime that is a felony or a misdemeanor
14 involving theft or a crime of dishonesty, or pleading nolo
15 contendere to, or being found guilty of, any crime.
16 (5) ORGANIZATION; MEETINGS.--
17 (a)1. The board of trustees shall annually elect a
18 chairperson and a vice chairperson from among the board's
19 trustees. The trustees may, by a vote of five of the nine
20 board trustees, remove a trustee from the position of
21 chairperson or vice chairperson before the expiration of his
22 or her term as chairperson or vice chairperson. His or her
23 successor shall be elected to serve for the balance of the
24 removed chairperson's or vice chairperson's term.
25 2. The chairperson is responsible for ensuring that
26 records are kept of the proceedings of the board of trustees
27 and is the custodian of all books, documents, and papers filed
28 with the board; the minutes of meetings of the board; and the
29 official seal of the trust.
30 (b)1. The board of trustees shall meet upon the call
31 of the chairperson or at the request of a majority of the
8
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 trustees, but not less than twice each calendar year if a
2 request for a coinvestment under this section is pending.
3 2. A majority of the voting trustees of the board
4 constitutes a quorum. Except as otherwise provided in this
5 section, the board may take official action by a majority vote
6 of the trustees present at any meeting at which a quorum is
7 present. Trustees may not vote by proxy.
8 3. A trustee may participate in a meeting of the board
9 by telephone or videoconference through which each trustee may
10 hear every other trustee.
11 (6) POWERS AND DUTIES.--The trust shall be organized
12 to receive, hold, invest, administer, and disburse funds
13 appropriated by the Legislature and shall disburse any income
14 generated from the investment of these funds consistent with
15 the purpose and provisions of ss. 288.9621-288.9628. In
16 addition to the powers and duties prescribed in chapter 617
17 and the articles and bylaws adopted under that chapter, the
18 trust:
19 (a) May make and enter into contracts and assume any
20 other functions that are necessary to carry out this section.
21 (b) May enter into leases and contracts for the
22 purchase of real property and hold notes, mortgages,
23 guarantees, or security agreements to secure the performance
24 of a contract.
25 (c) May perform all acts and things necessary or
26 convenient to carry out the powers expressly granted in ss.
27 288.9621-288.9628 and a contract entered into between the
28 trust and a coinvestor.
29 (d) May make expenditures from funds provided by this
30 state, including any necessary administrative expenditures
31 consistent with its powers.
9
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 (e) Shall indemnify, and purchase and maintain
2 insurance on behalf of, trustees, officers, and employees of
3 the trust against any personal liability or accountability.
4 (f) Shall disburse funds under this section and a
5 contract entered into between the trust and a coinvestor.
6 (g) Shall receive and review reports and financial
7 documentation provided by a coinvestor to ensure compliance
8 with ss. 288.9621-288.9626 and the contract.
9 (h) Shall prepare an annual report as prescribed in
10 subsection (8).
11 (i) May accept gifts, grants, donations, in-kind
12 services, or other goods and services for carrying out its
13 purposes.
14 (6) INVESTMENT OF FUNDS.--The trust must enter into an
15 agreement with the State Board of Administration under which
16 funds received by the trust which are not disbursed to a
17 university or invested must be invested by the State Board of
18 Administration on behalf of the trust. Funds shall be invested
19 in suitable instruments authorized under s. 215.47 and
20 specified in investment guidelines established and agreed to
21 by the State Board of Administration and the trust.
22 (7) ANNUAL REPORT.--By December 1 of each year, the
23 trust shall prepare a report of the activities and outcomes of
24 the trust and submit the report to the Governor, the President
25 of the Senate, and the Speaker of the House of
26 Representatives. The report, at a minimum, must include:
27 (a) An accounting of the amount of grants and
28 proposals awarded and disbursed during the preceding fiscal
29 year by project and university.
30 (b) Information concerning the amount and nature of
31 economic activity in this state generated through university
10
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 and other state-supported research projects receiving funding
2 from the trust.
3 (c) Project summaries of the information reported by
4 grant recipients in paragraph (b).
5 (d) A description of the benefits to this state
6 resulting from the trust program, including the number of
7 businesses created, associated industries started, and the
8 growth of related research projects.
9 (e) An independent audit of the trust's receipts and
10 expenditures during the preceding fiscal year for personnel,
11 administration, and operational costs of the trust.
12 (f) A description of those projects supported by the
13 trust in which two or more universities are working
14 cooperatively together to avoid duplicating the activities,
15 programs, and functions of the cooperating universities and to
16 leverage the expertise offered by other universities.
17 (8) LIABILITY.--
18 (a) The appropriation or disbursement of funds under
19 this section does not constitute a debt, liability, or
20 obligation of the state or any political subdivision thereof,
21 or the trust or a pledge of the faith and credit of the state
22 or of any political subdivision.
23 (b) The appropriation or disbursement of funds under
24 this section does not subject the state, any political
25 subdivision, or the trust to liability related to the research
26 activities and research products that receive funding under
27 this section.
28 (9) DEBT.--The trust may not incur debt. This
29 prohibition includes long-term leases, promissory notes,
30 loans, lease-purchase agreements, certificates of
31 participation, the sale of bonds or revenue bonds, and the
11
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 award or commitment to awards in excess of the unencumbered
2 cash balance in the SURE Venture Capital Fund.
3 (10) ACTIVITIES.--The board may engage consultants,
4 expend funds, invest funds, contract, bond or insure against
5 loss, provide guarantees or other incentives, hold
6 transferable tax credits, sell tax credits, or enter into any
7 financial or other transaction or perform any other act
8 necessary to carry out its purpose under ss.
9 288.9621-288.9628.
10 (11) TAX CREDITS.--The board, in conjunction with the
11 Department of Revenue, shall develop a system for registration
12 of any tax credits received by the trust and transferred under
13 ss. 288.9621-288.9628. The board shall also create a system of
14 documentation that permits verification that any tax credit
15 claimed upon a tax return is validly held by the person
16 claiming such tax credit and properly taken in the year of
17 claim and that any transfers of the tax credit are made in
18 accordance with the requirements of ss. 288.9621-288.9628.
19 (12) EMPLOYEES.--If the board elects to hire
20 employees, such persons shall be selected by the board based
21 upon knowledge and leadership in the field for which the
22 person performs services for the board. The board shall charge
23 fees for its guarantees to designated investors or for other
24 services such that the board's operations may be conducted
25 without subsequent legislative appropriation.
26 288.9625 Issuance of tax credits.--
27 (1) The trust shall receive and hold for the purposes
28 of ss. 288.9621-288.9628 tax credits that may be used to
29 reduce any tax liability imposed by the state under chapter
30 212, chapter 220, s. 624.509, or s. 624.510. The total amount
31 of tax credits issued and transferred to the trust is $35
12
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 million. The tax credits shall be transferable by the board as
2 provided in this section if such transferred tax credit is not
3 exercisable before July 1, 2012, or after July 1, 2037.
4 (2) The board may transfer and sell tax credits solely
5 for the purpose of fulfilling, in whole or in part, any
6 certificate obligation issued by the board. The board shall
7 immediately notify the Governor, the President of the Senate,
8 the Speaker of the House of Representatives, and the
9 Department of Revenue, in writing, if any tax credit is
10 transferred. The board shall be notified immediately of any
11 transfers of tax credits by persons or businesses other than
12 the board and shall notify the Department of Revenue, in
13 writing, of such transfers.
14 (3)(a) The board shall ensure that no more than $10
15 million in tax credits is transferred, which may be claimed
16 and used to reduce taxes payable to the General Revenue Fund
17 for any single state fiscal year. The board shall clearly
18 indicate upon the face of the document transferring the tax
19 credit the principal amount of the tax credit and the state
20 fiscal year or years during which the credit may be claimed.
21 (b) Tax credits may be transferred in increments of no
22 less than $100,000. A copy of the document transferring the
23 tax credit shall be transmitted to the executive director of
24 the Department of Revenue, who shall allow the credit to be
25 claimed against tax liabilities of the person or business
26 consistent with the terms appearing in the transfer document.
27 (4) If the tax liabilities of the taxpayer are
28 insufficient to exhaust the tax credit for which the taxpayer
29 is eligible, the balance of the tax credit may be refunded by
30 the state. If a tax credit granted under this section is not
31 claimed in the year designated for claiming the credit on the
13
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 transfer document, any return for the year in which the credit
2 was eligible to be claimed may be amended to claim the credit
3 within the time specified by ss. 95.091 and 215.26.
4 (5) Persons or businesses to which tax credits under
5 this section are transferred shall retain documentation
6 supporting eligibility to claim the tax credits and evidence
7 of the transfer of the tax credits, if applicable, until the
8 time provided to audit the tax returns on which the tax
9 credits were claimed has passed.
10 (6) The Department of Revenue, in conjunction with the
11 board, may adopt rules governing the manner and form of
12 documentation required to claim tax credits granted or
13 transferred under this section and may establish guidelines as
14 to the requisites for an affirmative showing of qualification
15 for tax credits granted or transferred under this section.
16 (7) An insurance company claiming a credit against
17 premium tax liability under this section is not required to
18 pay any additional retaliatory tax levied pursuant to s.
19 624.5091 as a result of claiming such credit. Because credits
20 under this section are available to an insurance company, s.
21 624.5091 does not limit such credit in any manner.
22 (8) Any original sale of tax credits by the board
23 shall be by competitive bidding unless the sale is for the
24 full face value of the credits.
25 288.9626 SURE Venture Capital Fund.--
26 (1)(a) At the request of the board, Enterprise
27 Florida, Inc., shall facilitate the creation of the SURE
28 Venture Capital Fund, a private corporation. Enterprise
29 Florida, Inc., shall be the corporation's sole shareholder or
30 member. The corporation is not a public corporation or
31 instrumentality of the state.
14
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 (b) The purpose of the SURE Venture Capital Fund is to
2 select an early stage venture capital investment advisor,
3 negotiate for investment capital or loan proceeds from
4 private, institutional, or banking sources having the benefit
5 of guarantees from the SURE Trust and coinvest capital in
6 companies in this state which are accepted into or promoted by
7 the Institute for the Commercialization of Public Research.
8 The fund shall manage its business affairs and conduct
9 business consistent with its organizational documents and the
10 purposes set forth in this section.
11 (2)(a) The vice chair of Enterprise Florida, Inc.,
12 shall select from among its sitting board of directors a
13 five-person appointment committee. The appointment committee
14 shall select five initial members of a board of directors for
15 the fund.
16 (b) The persons elected to the initial board of
17 directors by the appointment committee shall include persons
18 who have expertise in the area of the selection and
19 supervision of early stage investment managers or in the
20 fiduciary management of investment funds and other areas of
21 expertise as considered appropriate by the appointment
22 committee.
23 (c) After election of the initial board of directors,
24 vacancies on the board shall be filled by vote of the board of
25 directors of Enterprise Florida, Inc., and board members shall
26 serve terms as provided in the fund's organizational
27 documents.
28 (d) Members of the board are subject to any
29 restrictions on conflicts of interest specified in the
30 organizational documents and may not have an interest in any
31 venture capital investment selected by the corporation under
15
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 ss. 288.9621-288.9628 or in any investments made by the SURE
2 Venture Capital Fund.
3 (3) The board shall organize the SURE Venture Capital
4 Fund, select an early stage venture capital investment fund
5 allocation manager, negotiate the terms of a contract with the
6 SURE Venture Capital Fund allocation manager, execute the
7 contract with the selected venture capital investment fund
8 allocation manager on behalf of the SURE Venture Capital Fund,
9 manage the business affairs of the SURE Venture Capital Fund,
10 such as accounting, audit, insurance, and related
11 requirements, and receive investment returns and reinvest the
12 investment returns in the fund in order to provide additional
13 venture capital investments designed to result in a
14 significant potential to create new businesses and jobs in
15 this state and further diversify the economy of this state.
16 (4) Upon organization, the board shall conduct a
17 national solicitation for investment plan proposals from
18 qualified venture capital investment fund allocation managers
19 for the raising and investing of capital by the trust. Any
20 proposed investment plan must address the applicant's level of
21 experience, quality of management, investment philosophy and
22 process, provability of success in fundraising, prior
23 investment fund results, and plan for achieving the purposes
24 of this act. The board shall select only venture capital
25 investment fund managers having demonstrated expertise in the
26 management of and investment in companies.
27 (5) The board may charge a management fee on assets
28 under management in the fund. The fee shall be in addition to
29 any fee charged to the fund by the venture capital investment
30 fund allocation manager, but the fee shall be charged only to
31 pay for reasonable and necessary costs of the fund.
16
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 (6) A member of the board of directors shall receive
2 no compensation for his or her services, but is entitled to
3 receive reimbursement for necessary expenses, including travel
4 and per diem expenses, incurred in the performance of his or
5 her duties.
6 (7) The fund shall have all powers granted under its
7 organizational documents and shall indemnify members to the
8 broadest extent permissible under the laws of this state.
9 (8)(a) The fund shall invest and emphasize investment
10 in early stage venture capital funds focusing on opportunities
11 in this state. The investments by the fund shall be in direct
12 investments in individual businesses approved by the trust.
13 The fund shall coinvest with other venture capital funds
14 having experienced managers or management teams having
15 demonstrated expertise and a successful history in the
16 investment of early stage venture capital funds. The fund and
17 its partners or shareholders may negotiate any and all terms
18 and conditions for its investments, including drawback of
19 management fees and other provisions that maximize investment
20 in seed and early stage companies based in this state.
21 (b) The fund shall invest directly only in companies
22 in this state which are accepted into or promoted by the
23 Institute for the Commercialization of Public Research. The
24 fund shall invest only if additional private capital is
25 invested in an amount equal to or greater than the investment
26 of the fund, only if the fund's reasonable due diligence
27 determines that the company is viable and has prospects for
28 profitable operations, and only if the company has manifested
29 its intent to remain located in this state. Not more than 15
30 percent of the fund's assets may be invested in one company
31 project.
17
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 (9) If the fund is liquidated or has returned all
2 capital to designated investors in accordance with contractual
3 agreements, or if the guarantee capacity of the corporation,
4 at the sole discretion of the board, is sufficient for
5 additional certificates, a new funding of the SURE Venture
6 Capital Fund may be implemented for subsequent venture capital
7 investments. If the board takes exception to an additional
8 funding, such additional funding may be implemented only
9 without the benefit of certificates from the board.
10 (10) The board shall issue an annual report concerning
11 the activities conducted by the SURE Venture Capital Fund and
12 present the report to the Governor, the President of the
13 Senate, and the Speaker of the House of Representatives. The
14 annual report must include, but need not be limited to, a copy
15 of the independent audit of the fund and a valuation of the
16 assets of the fund, the number of investments made or
17 committed during the fiscal year, the amount of debt or
18 capital in or committed to the fund for which certificates
19 have been issued by the board, and a general description of
20 the companies receiving investment by the fund and their
21 associated industry. The annual report shall also describe any
22 sale of tax certificates and any sale of tax certificates
23 which is reasonably anticipated by the board in order to meet
24 its certificate obligations.
25 288.9628 Institute for the Commercialization of Public
26 Research.--There is established the Institute for the
27 Commercialization of Public Research.
28 (1) It is the intent of the Legislature that the
29 Institute for the Commercialization of Public Research be
30 established at a public university in south Florida.
31 Enterprise Florida, Inc., shall issue a request for proposals
18
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 to public universities in south Florida requesting proposals
2 to fulfill the purposes of the institute as described in this
3 section. Enterprise Florida, Inc., shall review the proposals
4 in a committee appointed by its board of directors which shall
5 make a recommendation for final selection. Final approval of
6 the selected proposal must be by the board of directors of
7 Enterprise Florida, Inc., at one of its duly noticed meetings.
8 (2)(a) The purpose of the institute is to assist in
9 the commercialization of products developed by the research
10 and development activities of publicly supported universities
11 and colleges, research institutes, and other publicly
12 supported organizations within the state.
13 (b) To be eligible for assistance, the company or
14 organization attempting to commercialize its product must be
15 accepted by the institute before receiving the institute's
16 assistance. The institute shall receive recommendations from
17 any publicly supported organization that a company that is
18 commercializing the research, technology, or patents from a
19 qualifying publicly supported organization should be accepted
20 into the institute.
21 (c) The institute shall thereafter review the business
22 plans and technology information of each such recommended
23 company. If accepted, the institute shall mentor the company,
24 develop marketing information on the company, and use its
25 resources to attract capital investment into the company, as
26 well as bring other resources to the company which may foster
27 its effective management, growth, capitalization, technology
28 protection, marketing or business success.
29 (3) The institute shall:
30 (a) Maintain a centralized location to showcase
31 companies and their technologies and products;
19
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 (b) Develop an efficient process to inventory and
2 publicize companies and products that have been accepted by
3 the institute for commercialization;
4 (c) Routinely communicate with private investors and
5 venture capital organizations regarding the investment
6 opportunities in its showcased companies;
7 (d) Facilitate meetings between prospective investors
8 and eligible organizations in the institute;
9 (e) Hire full-time staff who understand relevant
10 technologies needed to market companies to the angel investors
11 and venture capital investment community;
12 (f) Operate within an allocated annual budget of $1
13 million or less; and
14 (g) Develop cooperative relationships with publicly
15 supported organizations all of which work together to provide
16 resources or special knowledge that is likely to be helpful to
17 institute companies.
18 (4) The institute may not develop or accrue any
19 ownership, royalty, or other such rights over or interest in
20 companies or products in the institute and shall maintain the
21 secrecy of proprietary information.
22 (5) The institute may not charge for services rendered
23 to state universities and affiliated organizations, community
24 colleges, or state agencies.
25 Section 2. The nonrecurring sum of $1 million is
26 appropriated from the General Revenue Fund to the SURE Venture
27 Capital Fund for the purpose of initiating activities
28 necessary to implement its responsibilities under this act for
29 the 2007-2008 fiscal year.
30 Section 3. The nonrecurring sum of $1 million is
31 appropriated from the General Revenue Fund to the Institute
20
CODING: Words stricken are deletions; words underlined are additions.
Florida Senate - 2007 SB 2420
32-1932-07
1 for the Commercialization of Public Research for the purpose
2 of initiating activities necessary to implement its
3 responsibilities under this act for the 2007-2008 fiscal year.
4 Section 4. This act shall take effect July 1, 2007.
5
6 *****************************************
7 SENATE SUMMARY
8 Provides legislative findings and intent. Creates the
SURE Trust as a state beneficiary public trust. Provides
9 for its administration by a board of trustees. Provides
for appointment of board trustees. Provides the powers
10 and duties of trustees. Authorizes the trust to receive,
hold, use, transfer, and sell certain tax credits for
11 certain purposes. Authorizes the Department of Revenue to
adopt rules for certain purposes. Requires Enterprise
12 Florida, Inc., to facilitate establishment of the SURE
Venture Capital Fund. Specifies criteria for the fund.
13 Provides for appointment of a board of trustees selection
committee for the selection of a board of directors of
14 the fund. Provides for the purposes of the fund.
Authorizes the fund to charge a management fee for
15 certain purposes. Provides investment requirements for
the fund. Requires the board of directors to issue an
16 annual report on the activities of the fund. Creates the
Institute for the Commercialization of Public Research.
17 Provides that the purpose and function of the fund is to
commercialize the products of public research. Prohibits
18 the institute from having any interest in any product
supported by the institute.
19
20
21
22
23
24
25
26
27
28
29
30
31
21
CODING: Words stricken are deletions; words underlined are additions.