THE ATTORNEY GENERAL 

OF TEXAS 

January 25, 1989 

Honorable Terra1 Smith Opinion No. JM-1011 

Chairman 

Natural Resources Committee Re: Computation of the outTexas House of Representatives standing obligations of a 

P. 0. Box 2910 metropolitan transit authoAustin, Texas 78769 rity when an election unit 

withdraws from the authority , and related matters 

(RQ-1559) 

Dear Representative Smith: 

You have requested our opinion concerning a dispute 

between the City of Westlake Hills and the Capital Metropolitan Transit Authority (Capitol Metro), an authority 

created under article 1118x, ~V.T.C.S. Until early in 1988, 

the City of Westlake Hills constituted a "unit of election" 

that, together with others (the principal one of which was 

the City of Austin), comprised the authority. See V.T.C.S. 

art. 1118x, 9 5(f). One January 16, 1988, pursuant to 

statutory leave, Westlake Hills withdrew from the authority. 

When a unit of election withdraws from an article 1118x 

metropolitan transit authority, the statute requires a 

determination of the outstanding obligations of the authority as of the time of withdrawal. $8~ V.T.C.S. art. 1118x, 

5s 6F, 6G. Specifically, you ask: 

Should the liquid assets of a Metropolitan 

Transit Authority be deducted from the amount 

of bonded indebtedness to determine the 

amount of debt as required by HB 943[?] 

Article 1118x is a complex statute that governs the 

creation and dissolution of metropolitan rapid transit 

authorities. It has been judicially construed on very few 

occasions. m Brvant v. MetrODOlitan Transit Auth., 722 

S.W.2d 738 (Tex. App. - Houston . [14th Dist.] 1986, no writ): 

Citv of Humble . MetrODOlltan Transit Auth, 636 S.W.2d 484 

(Tex. App. - Azstin 1982, writ ref*d n.r.L.). S 

Garcia v. San Antonio Metro. Transit Auth., 469 U.s':! 

also 

528, 

p. 5207 
Honorable Terra1 Smith - Page 2 (JM-1011) 

U.S. 1049 (1985): &&&rue2 v. VIA Metro. 

802 F.2d 126 (5th Cir. 1986). 

The answer to your question is complicated because the 

statute has two different sections, 6F and 66, that purport 

to control the withdrawal of units of election from metropolitan transit authorities and the determination of an 

authority's obligations at the time. Both the sections were 

added to article 1118x during the regular session of the 

70th Legislature.1 Acts 1987, 70th Deg., ch. 790, at 2774: 

Acts 1987, 70th Deg., ch. 804, at 2796. The operative part 

of section 6G, for our purposes, is composed of subsections 

6G(g) and 6G(h). The comparable parts of section 6F are 

subsections 6F(;L) and 6F(m). 

A study of the parallel subsections reveals that two of 

them are exactly alike, word for word. Both subsection 

6F(1) and subsection 6G(g) read: 

The withdrawal of a unit of election under 

f;his secti n is ,subiect to the reou' 

fed&al an 

ren& 

of the d state constitutions orohibitina the mrment of contracti. Taxes 

shall continue to be collected in the unit of 

election until an amount of taxes equal to 

1. Another.provision of article 1118x purporting to 

deal with withdrawals, section 6D, is obsolete because it 

authorizes withdrawals only pursuant to elections held "on 

any date from April 1, 1980, to September 1, 1980." Both 

sections 6F and 6G were added to article 1118x during the 

regular session of the 70th Legislature in 1987, 

different acts, 

but by 

neither of which expressly referred to the 

other. Section 6F was added as part of a bill (H.B. 

finally passed on May 

943) 

22, 1987,~ that was expressly made 

effective September 1, 1987. a Acts 1987, 70th Deg., ch. 

790, at 2774. The bill (H.B. 2008) containing the other 

withdrawal provision, section 66, was finally passed on June 

1, 1987. It was passed later than the other bill but became 

effective August 31, 1987, one day before the other one took 

effect. &.g Acts 1987, 70th Deg., ch. 804, at 2796. Both 

statutory provisions generally speak of wobligationsw rather 

than "debt" and, thus, include obligations not classified as 

"debt" for purposes of constitutional restrictions regarding 

the assumption of debt. % Tex. Const. art. III, 5 49: 

art. XI, 58 5, 7; McNeil1 v. Citv of Waco, 33 S.W. 322 (Tex. 

1895). 

p. 5208 
Honorable Terra1 Smith - Page 3 (JM-1011) 

of election to the authority has been collected. To determine the amount of the total 

financial obligations of the unit of election, the board shall compute, as of the date 

of withdrawal, the total of: 

(1) the current obligations of the 

authority authorized in the current budget 

and contracted for by the authority: 

(2) the amount of contractual obligations 

outstanding at that time for capital or other 

expenditures in the current or subsequent 

years, the payment of which has not been made 

or provided for from the proceeds of notes, 

bonds, or other obligations; 

(3) all amounts due and to become due in 

the current and subsequent years on all 

notes, bonds, or other securities or obligations for debt issued by the authority and 

outstanding: 

- : (4)~ the amount reguired by the authority 

to be reserved for all years to comply with 

financial covenants made with lenders, bond 

or note holders, or other creditors or contractors: 

(5) any additional amount, which. may 

include an amount for contingent liabilities, 

determined by the board to be the amount 

necessary for the full and timely payment of 

the current and continuing obligations of the 

authority, to avoid a default or impairment 

of those obligations; and 

(6) any additional amount determined by 

the board to be Bcessarv and aooropriate to 

allocate to the unit of election because of 

current and continuing financial obligations 

of the authority that relate specifically to 

the unit of election. (Emphasis added.) 

It is important to realize that the six items of 

computation are used to determine the obligation of the 

withdrawing unit of election fo the authority , and not the 

continuing obligation of the withdrawing unit to the creditors of the authority imposed by constitutional "contract1 

p. 5209 
Honorable Terra1 Smith - Page 4 (JM-1011) 

clauses. The first five items of computation may be of aid 

in illuminating the continuing financ,ial exposure of both 

the authority and the withdrawing unit to creditors of the 

authority,,but statutory provisions cannot control constitutional requirements. 

That is why the distinction is important. The statutory provisions control the division of primary responsibility between the withdrawing city and the continuing transit 

authority for the discharge of transit authority obligations 

existing at the time of the withdrawal, but those provisions 

do not purport to (and do not) control the actual liability 

of either the city or the authority for the discharge of 

such obligations. The liability of all components of the 

authority is fixed by the contractual terms under which the 

indebtedness was undertaken at the time, and subsequent 

internal arrangements by component units for payment do not 

affect their common obligation to pay constitutionally 

protected third-parties in full if the transit authority 

does not do so. Constitutionally-imposed liability protecting the obligation of contracts exists entirely apart 

from statutory formulas attempting to define it. U.S. 

Const. art. I, § 10, cl. 1; Tex. Const. art. I, 5 16. See 

Morris & Cumminas v. State ex rel. Gussett, 62 Tex. 728, 743 

(1884);~ Burns v. Dillev Coufitv Line'IndeD. School Dist., 295 

S.W. 1091 (Tex. Comm'n App. 1927, judgmt. adopted): Attorney 

General Opinions JM-605, JM-453 (1986). Cf. Cardenas v. 

State, 683 

writ).2 

S.W.2d 128 (Tex. App. - San Antonio 1984, no 

2. Neither subsection 6F(m) ~nor subsection 6G (h) 

expressly relieve a withdrawing unit of any part of the 

unretired contractual obligations of the transit authority 

in the **obligation of contract" sense. The withdrawing unit 

will remain liable to authority creditors if the authority 

defaults -- even after "an amount of taxes equal to the 

[statutorily defined] total financial obligations of the 

[withdrawing] unit" has been previously collected from the 

withdrawn unit. &8 Citv of Austin v. Cahill, 88 S.W. 542, 

reh'a denied, 89.S.W. .552 (Tex. 1905). That is particularly 

the case regarding obligations incurred before sections 6F 

and 6G were added to the statute. It could be argued that 

contractual obligations undertaken by the transit authority 

after sections 6F and 6G were added to the statute 

incorporated the new statutory provisions so as to limit the 

claims of those creditors against withdrawing units 

(Footnote Continued) 

p. 5210 
Honorable Terra1 Smith - Page 5 (JM-1011) 

The sixth item of computation is clearly of a different 

sort than the first five. The first five measure obligations shared alike by all the units of election composing 

the authority. The sixth concerns an amount to be "allocated" to the withdrawing unit alone. 

Although the legislature cannot constitutionally withdraw from creditors of the transit authority their contractual remedies for default (or curtail their security) without substituting something of equal efficacy and value, see 

Citv of Aransas Pass v. Keelb 247 S.W. 818 (Tex. 1923), 

the legislature can require, as between the public obligors, 

a balancing of equities and an adjustment of primary responsibility for the discharge of their joint obligations. a 

bexar Countv HOSD. Dist. v. Crosby, 327 S.W.2d 445 (Tex. 

1959). 

Just as private'joint debtors may agree among themselves that one will individually pay their joint obligation for the benefit of both -- without such an agreement 

affecting the right and opportunity of the creditor to 

'proceed against both debtors if the debt is not satisfied -- 

the legislature, in adjusting the relationship between the 

authority and the withdrawing unit, can require that the 

transit authority will .be primarily responsible- for satistying the joint outstanding obligations once the withdrawing 

unit has contributed a certain amount toward that end. In 

arriving at the amount which the withdrawing unit must 

contribute, the legislature may consider both the obligations of the authority that relate specifically to the 

withdrawing unit and the unencumbered assets available to 

the authority for use in discharging obligations. a. 

Board of Manaaers v. Pension Bd., 449 S.W.2d 33 (Tex. 1969); 

Wheeler v. Citv of Brownsville, 220 S.W.2d 457 (Tex. 1949) 

(obligation to pay tax by reason of legislative adjustment 

of equities). Such an internal adjustment between joint 

debtors ~does not affect the rights of creditors. They may 

still pursue -- against both debtors -- all remedies they 

had before, so no impairment of the obligation of contract 

occurs. 

(Footnote Continued) 

accordingly. &S Cochran Co tv v. Mann 

ZEatute 

172 S.W.2d 689 

(Tex. 1943). However, the itself makes such 

distinction between "ob1igations.w We need not decigz this 

question here. 

p. 5211 
Honorable Terra1 Smith - Page 6 (JM-1011) 

None of the six items mentions "liquid assets," although the second item speaks of outstanding contractual 

obligations "the payment of which has not been made or 

provided for from the proceeds of notes, bonds, or other 

obligations." This provision requires only that the computation of outstanding contractual obligations be reduced by 

those funds Mitted to the payment of those obligations 

('I& or provided &r from the proceeds"). It does not 

require that unencumbered liquid assets possessed by the 

authority be deducted from the liability of the withdrawing 

unit to the authority.3 

However, the six provisions of subsections 6F(l) and 

6G(g) set out above establish only the items to be considered in computing the Votal financial obligations of the 

unit of election" to the authority. The manner in which the 

computations are to be employed is controlled by subsections 

6F(m) and 6G(h). Unlike the 6F(l) and 6G(g) subsections, 

3. "Liquid assets" consist of cash, or assets _ 

immediately convertible to cash. Black’s Law Dictionary, at 

83~8 (5th ed. 1979). Prior to the withdrawal of a unit of 

election from an authority, creditors of the authority have 

a call upon the assets of the authority and sources of 

revenue contractually committed to satisfy their claims. 

The existence of other assets I& so encumbered does not 

seme to release encumbered assets from any part of the 

claims against them. The later-discussed provision at 

issue in section 6G(h) would be constitutionally objectionable if read as an attempt to limit the liability of a 

withdrawing unit -- so far as authority creditors are 

concerned -- to an amount -less than the total outstanding 

amount of the financial obligations of the authority. The 

.prohibition against impairing the obligation of contracts is 

not absolute, but, to avoid constitutional invalidity, a 

statute that withdraws or substantially diminishes the contractual security of holders of bonds or other obligations 

issued by public bodies must substantially substitute an 

equally effective remedy for that taken away. Citv of 

Aransas Pass v. Keelinq suora. The statute makes no 

attempt to substitute a n;w source of payment for the value 

of "unencumbered" liquid assets that might be deducted from 

the share of nobligationsBO to be assumed by a withdrawing 

unit of election. a -as Countv Levee I nrovement Dist. 

PO. 6 v Rua 1 

judgmt. Adoptzdi. 

36 S.W.2d 188 (Tex. Comm:n. App. 1931, 

p. 5212 
Honorable Terra1 Smith - Page 7 (JM-1011) 

subsections 6F(m) and 6G(h) are not identical, although the 

match is very good. 

Subsections 6F(m) and 66(h), are each composed of five 

sentences. The final three sentences of each subsection are 

exactly the same, and the only difference in the first 

sentence of each one is the alphabetical designation of the 

preceding subsection to which it refers. The important 

difference is in the second sentence. The second sentence 

of subsection 6F(m) reads: 

The unit of election's total financial 

obligation is the sum of the first five 

computations required by Subsection (1) of 

this section plus the amount allocated 

directly to the unit of election under the 

last computation required 

of this section.4 

by Subsection (1) 

Comparison shows that subsection (h) of section 6G is 

word-for-word the same as subsection (m) of section 6F 

except in the passages underscored below -- most notably in 

the second sentence. Subsection 6G(h) reads: 

The unit of election's share of the financial 

obligations~ of the authority under the first 

five computations required by Subsection (9) 

of this section shall be in the same ratio 

that the population of the unit of election 

has to the total population of the authority, 

according to the most recent and available 

population data of an agency of the federal 

government, as determined by the board. The 

unit of election*s total financial obligation 

is i.ts share the first five computations 

required by Subsection (g) of this section 

plus the amount allocated directly to the 

unit of election under the last computation 

required by Subsection (g) of this section 

4. Although the form is somewhat different, the 

language of subsections 6F(&) and 6F(m) of article 1118x, 

V.T.C.S., is the same as that found in subsection 9A(j) of 

article 1118y, V.T.C.S., which controls the withdrawal of a 

unit of election from a regional transportation authority. 

The provision was added to article 1118~ in 1985. Acts 

1985, 69th beg., ch. 101, at 541. 

p. 5213 
Honorable Terra1 Smith - Page 8 (JM-1011) 

gnd less the unit of election's share of the 

otal amount of the unencumbered assets of, 

stocks, 

unit of election's share of those assets i 

determined accordina to DODU~ tion in thz 

g sm e te ' * the 

unit of electson#s share of the first five 

.c mn tation r ouired bv Subsection la) . The 

bzari shallsce%ify to the governing body of 

the unit of election and to the comptroller 

of public accounts the amount of the total 

financial obligation of the unit of election. 

The comptroller of public accounts shall 

continue to collect taxes in the unit of 

election until an aggregate amount equal to 

the total financial obligation of the unit of 

election has been collected and actually paid 

to the authority. After that amount has been 

collected, the comptroller of public accounts 

shall discontinue collecting in the unit of 

election the taxes imposed under this Act, 

(Emphasis added.) 

It is readily apparent that subsection 6G(h) expressly 

requires that certain unencumbered liquid assets be considered in applying the preceding calculations while subsection 

6F(m) does not. On the surface, the language of subsection 

6G(h) appears to be substantially more generous to withdrawing units than the language of subsection 6F(m), but we have 

concluded that the express provisions of section 6G(h) are 

implicitly contained in subsection 6F(m), and that your 

question should be answered in the subsection 6G(h) context. 

That conclusion is important to the resolution of your 

question because Capital.Metro falls under section 6F, not 

section 6G. Subsection 6G(a) declares that section 6~ 

applies "only" to an authority created before January 1, 

1980, with a principal city having a population less than 

1,200,000. Austin has a population of less than 1,200,000, 

but the rapid transit authority at issue was not created 

before January 1, 1980. &=.g City of Austin Ordinance 

83-1013U, October 13, 1983; Capital Metropolitan Transit 

Authority Resolution No. CMTA-85-0126-10, January 28, 1985. 

Section 6F(a) states, on the other hand, that section 6F 

applies "only" to authorities in which the principal city 

has a population of less than 750,000 and in which the rate 

of sales and use tax is one percent. Capital Metro meets 

each such criterion. a Capital Metropolitan Transit 

p. 5214 
Honorable Terra1 Smith - Page 9 (JM-1011) 

Authority Resolution No. 

1984.5 

CNTA-84-1119-04, November 19, 

Sections 6F and 6G are parts of the same statute, added 

at the same session of the legislature. When different 

sections of a statute are added during the same session by 

different acts, they are to be read together as if embodied 

in a single act 

1968): Shul 

ts v. mdix v. Kendrj,&, 430 S.W.2d 461 (Tex. 

. ate 

1985, writ ref'd n.r.ej. 

696 S.W.2d 126 (Tex. App. - Dallas 

The subsection 6F(m) language must 

be read in context with subsection 6G(h), and if its literal 

meaning, when read alone, does not comport with the evident 

underlying purpose of the complete statute, it will not be 

construed literally. &S Short v. W.T. Carter 8 Brother, 

5. Because we have concluded that other passages 

clearly indicate that the legislature intended no difference 

in the manner in which the obligations of a withdraw,ing unit 

are determined, we need not explore all the implications of 

subsection 6F(c), which reads: 

A unit of election may withdraw from an 

authori-ty~ created under this Act only in 

accordance with &his section. An attempt to 

withdraw from an authority in a manner other 

than that provided by this section is void. 

(Emphasis added.) 

Section 6F(c) introduces ambiguity because in referring to 

nan authority created under as Act," it obviously refers 

to article 1118x in its entirety. (The legislation that 

amended article 1118x to add section 6F did not itself 

create or authorize the creation of any rapid transit 

authorities.) See Acts 1987, 70th Deg., ch. 790, at 2774; 

2A N.J. Singer, Sutherland Statutory Construction 5 22.35 at 

296 (C. Sands 4th ed. 1985) (phrase "this act" in amended 

section generally refers to whole act). It is equally 

obvious that transit authorities governed by the section 6~ 

withdrawal provisions were created "under this Act" (i.e., 

article 1118x, V.T.C.S.). Under the literal language of 

section 6F(c), units of election comprising section 6G 

authorities may withdraw only in accordance with section 6F. 

According to that section, an attempt to do so in any other 

manner is void. It may be argued, of course, that 

subsection 6G(a), enacted later than 6F(c), impliedly 

repealed the indicated portion of 6F(c). $88 note 1, sunra. 

The conclusion we reach remedies the matter, in any event. 

P. 5215 
Honorable Terra1 Smith - Page 10 (JM-1011) 

126 S.W.Zd 953 (Tex. 1938). See a.&2 State v. Estate of 

Loomis, 553 S.W.Zd 166 (Tex. Civ. App. - Tyler 1977, writ 

ref'd). 

The primary objective in the interpretation of statutes 

is to ascertain the intent of the legislature and, to do 

that, courts look to an act as a whole and not to its 

isolated provisions. Morrison v. Cm 699 S.W.2d 205 (Tex. 

1985). Once legislative intent is de&mined from a general 

view of the enactment as a whole, the statute should be 

construed so as to give effect to the purpose of the legislature. Citizen Ba k of Brvan v. First State Bank, 

S.W.Zd 344 (Tex. 5979;. 

580 

The statute is to be construed with 

reference to its manifest object, and if it is susceptible 

to one of two constructions -- one of which will carry out 

and the other defeat the manifest object -- it should 

receive the construction that carries out the legislative 

intent. a at 345. With those principles in mind, we 

examine the statutory provisions. 

Notwithstanding the additional words in the 6G(h) 

subsection, the purposes of both subsection 6F(m) and 

subsection 6G(h) are apparently identical, b, to determine (using an identical population-ratio formula) "the 

total amount of the financial obligations of the [withdrawing] unit" as a percentage of the total financial obligations of the authority of which it has been a part -- 

;~i;;",'y adjusting the financial responsibility of one to 

. There are no grounds for supposing, so far as we 

can ascertain, that the legislature meant to impose an 

inecuitablg adjustment of financial responsibilities upon 

any participant, or any group of participants, composing any 

metropolitan transit authority.6 

6. Section 6F(b) of article 1118x, V.T.C.S., allows 

the withdrawal of any "unit of election," including a 

"principal city." Section 6G(c), on the other hand, states: 

"In addition to any other manner provided by law, a unit of 

election other than a nrincinal citv may withdraw from an 

authority as provided by this section." (Emphasis added.) 

We do not believe this difference is intended to justify 

different treatment of withdrawing units. Some units of 

election, &, those participating in authorities created 

before January 1, 1980, with a principal city of.less than 

750,000 people 8& with a one percent sales and use tax 

rate, could fall under the terms of &&h section 6~ and 

section 6G. 

p. 5216 
Honorable Terra1 Smith - Page 11 '(JM-10111 

When the second sentence of subsection 6F(m) is read 

alone, without the advantage of the subsection 6G(h) text 

for comparison, something is obviously missing: it obviously 

does not correctly state the true legi,slative intention 

because it states that the withdrawing unit's "total financial obligation" is Vhe ~~j2 of [not its share of] the first 

five computations . . . plus the amount allocated directly 

to the unit . . . under the last computation.Q1 If the 

second sentence of subsection 6F(m) were applied literally, 

the withdrawing unit would be responsible to the authority 

for the entire indebtedness of the authority Dlus a double 

liability for any indebtedness relating specifically to the 

unit. 

It seems plain that the legislature intended the "total 

financial obligations" of a subsection 6F(m) unit of election, for the purpose of adjusting equities, to be its share 

nf the first five computations, as clarified by subsection 

=(h), rather than the total amount owed by the entire 

authority, as 

2" "Y'FL~ 

subsection literally reads. Cf. 

Sweenv HOSD. Di . v 378 S.W.Zd 40 (Tex. 1964). It 

also seems plain to us that when subsection 6F(m) speaks 

only of "the amount allocated directly to the unit of 

election under the last [sixth] computation,V* its literal 

language must Abe expanded if ~the -underlying legislative 

purpose is to be fully expressed -- a purpose clarified by 

subsection 6G(h). Additional words are needed. Texas 

courts will add words or phrases to statutes when it is 

necessary to effect the legislative intent. m Sweeny 

HO D. Dist. Gary, S~BIB; ' 'e 

lo;0 (Tex. lz27). 

e, 296 S.W. 

In Trimmier v. Carlton, suora, the Texas Supreme Court 

considered two statutes that were enacted as parts of one 

act dealing with the creation of conservation and reclamation districts. One statute expressly authorized the 

-consideration of certain factors by a commissioners court 

authorizing the creation of such a district, but the other, 

which involved districts authorized by a state agency, did 

not. The court said: 

The language used with reference to the 

duties of the commissioners8 court in the 

creation of a one county district, and that 

with reference to the duties of the board of 

water engineers where the district lies in 

more than one county, is not precisely the 

same, but we think the meaning is the same in 

each instance. Clearly the purpose of each 

method of organization is the same -- that 

p. 5217 
Honorable Terra1 Smith - Rage 12 (JR-1011) 

is, to authorize the creation of a public 

corporation, each of which is to have and 

exercise precisely the same'power and perform 

the same functions. 

. . . . 

These articles of the statute are not only 

in pari materia, but they are part of one and 

the same act, having the same purpose, and 

must, of course, be construed together in the 

light of the general object of the law. , . -. 

Where the Legislature has provided a system 

for the government of any subject, it is the 

duty of the court to effectuate that intention by such a construction as will make the 

system consistent in all its parts and 

uniform in its operation. 'When the Legislature has clearly laid down the rule for one 

class of cases it is not readily to be 

supposed that in its choice of words and 

phrases, or in the enactment of various 

provisions in the same act, it has prescribed 

a different rule for another class of cases 

within the same reason. as the- first.' 25 

R.C.L. p. 1024, S 259. 

Applying the above rule, it is clear that 

we ought to say, as we do say, that the 

general, but comprehensive, language of 

article 5107--80 (Vernon's Supplement 1922) 

has the same purpose and meaning as articles 

5107--2, 5107--3 (Vernon's 1918 Supplement), 

and since the latter expressly authorizes the 

commissioners' courts to determine whether or 

-not the creation of a one county district 

would be \a benefit to the lands included in 

the district,# the former in the use of the 

statutory words intended to and did authorize 

the board of water engineers to determine 

whether or not the creation of a district 

through them 'would be a benefit to the lands 

included in the district.' 

296 S.W. at 1078. 

Here, the sixth item in the computation of the Wotal 

financial obligations of the unit of election" is 

p. 5218 
Honorable Terra1 Smith - Page 13 (JM-1011) 

any additional amount determined by the board 

to be necessary and anoroarti to allocate 

to the unit of election because of current 

and continuing financial obligations of the 

authority that relate specifically to the 

unit of election. (Emphasis added.) 

The statutory requirement that the amount detern$;drb,y 

the board be fuaoronriate, as well as necessary, 

guirement that any amount allocated to the withdrawing unit 

be reasonable. See Frost v. Frost 695 S.W.2d 279 (Tex. 

APP. - San Antonio 1985, no writ) ("Appropriate" synonymous 

with Hreasonable"). The explicit terms of subsection 6G@) 

are implicit in subsection 6F(m) because the sixth item of 

computation is designed to adjust the equities of the 

situation on an appropriate basis -- an adjustment which, to 

be reasonable and appropriate, must also take into account, 

as subsection 6G(h) does, assets of the authority alreadv 

contributed by the unit of election that are available to 

retire the joint obligations of the two entities. Cf. 

hirshfield D is 155, 161 (1875); Cass v. 

61 S.W.2d &0,az041 tie?Crirn. 

S tate, 

App. 1933) ("reasonable," 

"fair," "honest," "impartial," and @'eguitableBN equated). 

In our opinion, the. express reguirement.of ,.subsectjon 

6G(h) that there be subtracted from the computation of the 

"amount of the total financial obligations" of the authority 

the total amount of the unencumbered assets 

of the authority that consist of cash, cash 

deposits, certificates of deposit, and bonds, 

stocks, and other negotiable securities 

for purposes of determining the financial obligations for 

which the withdrawing unit will remain responsible to the 

authority, merely clarifies, but does not enlarge, the 

subsection 6F(m) provision. Trimmier v. Carlton, suora. 

Inasmuch as the situations of withdrawing units of 

election under both section 6F and section 66, and of the 

authorities, are the same whether the authority is one 

created before January 1, 1980, or later, and inasmuch as 

their joint outstanding contractual obligations are based 

upon identical items of computation without regard to when 

the authority was created, the equitable considerations in 

one case are the same asin the other. In our opinion, the 

explicit language of subsection 6G(h) is implicit in subsection 6F(m). 

P. 5219 
Honorable Terra1 Smith - Page 14 (JM-1011) 

In keeping with our understanding of the intent of the 

legislature, we therefore advise that the City of Westlake 

Hills, upon its withdrawal from the Capitol Metro transit 

authority, was entitled to a proportional credit for cash 

and other unencumbered liquid assets (specified by statute) 

that remained in the hands of Capitol Metro, the credit to 

be applied against the amount of taxes.to be thereafter 

collected from Westlake Hills for payment to Capitol Metro. 

Statutory responsibility for the retirement of Capitol Metro 

obligations existing at the time of the Westlake Hills 

withdrawal rests with Capitol Metro, but Westlake Hills 

common with all constituent units of the transit 

(in 

remains liable for the total amount of any 

authority) 

then-existin.g, 

constitutionally protected contractual obligations. 

Because of the construction we give the statute, we 

need not engage 

issues, 

in the discussion of equal protection 

equal and uniform taxation issues, or local or special law issues that a different construction would require. 

a U.S. Const. amend. 

art. III, 5 56; Wheeler 

;T"Cit 1; Tex. Const. art. I, 5 3; 

v f Brownsvill e, 

of Humble v MetroDolitan Tr 

pmra; * 

. ansit Auth., suDrq. 

SUMMARY 

Upon its withdrawal from the Capitol 

Metro transit authority, the City of Westlake 

Hills became entitled to a credit for unencumbered liquid assets held by Capitol Metro, 

the credit to be applied against the taxes to 

be collected from the city thereafter for 

payment to Capitol Metro. In common with the 

other constitituent units of the transit 

authority, Westlake Hills remains liable for 

certain (then-existing) Capitol Metro contractual obligations if Capitol Metro fails 

to properly discharge them. Constitutional 

protection of contractual obligations 

prevents the statute from operating to 

relieve the withdrawing city of obligations 

to bondholders. 

JIM MATTOX 

Attorney General of Texas 

p. 5220 
Honorable Terra1 Smith - Page 15 (JM-1011) 

MARYKELLER 

First Assistant Attorney General 

LOU MCCRJ2ARY 

Executive Assistant Attorney General 

JUDGE ZOLLIE STEAKLEY 

Special Assistant Attorney General 

RICK GILPIN 

Chairman, Opinion Committee 

Prepared by BNce Youngblood 

Assistant Attorney General 

p. .5221