CITY OF RIO GRANDE CITY, TEXAS ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED SEPTEMBER 30, 2010

Exhibit CITY OF RIO GRANDE CITY, TEXAS ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED SEPTEMBER 30, 2010 TABLE OF CONTENTS Page Independent Auditors' Report 1 Management's Discussion and Analysis 3 Basic Financial Statements Government Wide Statements: A1 Statement of Net Assets 9 B1 Statement of Activities 10 Governmental Financial Statements: C1 Balance Sheet 12 C2 Reconciliation for C1 14 C3 Statement of Revenues, Expenditures, and Changes in Balance 15 C4 Reconciliation for C3 17 Proprietary Financial Statements: D1 Statement of Net Assets 18 D2 Statement of Revenues, Expenses, and Changes in Net Assets 19 D3 Statement of Cash Flows 21 Notes to the Financial Statements 22 Basic Financial Statements E1 Budgetary Comparison Schedule General 39 E2 Budgetary Comparison Schedule Economic Development Corp. 40 Combining and Individual Schedules Nonmajor Governmental s: F1 Combining Balance Sheet 41 F2 Combining Statement of Revenues, Expenditures, and Changes in Balances 44 Federal Section Report on Compliance and Internal Control Over Financial Reporting Based on an audit of Financial Statements Performed in Accordance with Government Auditing Standards 49 Report on Compliance with Requirements Applicable to Each Major Program and Internal Control over Compliance in Accordance with OMB Circular A133 51 Schedule of Findings and Questioned Costs 53 Schedule of Status of Prior Findings 54 G1 Schedule of Expenditures of Federal Awards 55 Notes to Schedule of Expenditures of Federal Awards 56

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Reyna & Garza, PLLC Certified Public Accountants 2111 Jackson Creek Ave. Edinburg, TX 78539 UNQUALIFIED OPINION ON BASIC FINANCIAL STATEMENTS ACCOMPANIED BY REQUIRED SUPPLEMENTARY INFORMATION AND OTHER SUPPLEMENTARY INFORMATION INCLUDING THE SUPPLEMENTARY SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS Independent Auditor's Report Honorable Mayor and City Council CITY OF RIO GRANDE CITY Members of the Council: We have audited the accompanying financial statements of the governmental activities, the businesstype activities, each major fund, and the aggregate remaining fund information of CITY OF RIO GRANDE CITY (the City) as of and for the year ended September 30, 2010, which collectively comprise the City's basic financial statements as listed in the table of contents. These financial statements are the responsibility of the City's administrators. Our responsibility is to express opinions on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinions. In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the businesstype activities, each major fund, and the aggregate remaining fund information of CITY OF RIO GRANDE CITY as of September 30, 2010, and the respective changes in financial position and cash flows, where applicable, thereof, and the respective budgetary comparisons for the General and the Economic Development Corporation(EDC) a major special revenue fund with a legally adopted budget for the year then ended, in conformity with accounting principles generally accepted in the United States of America. Phone: (956) 3810900 Members of Texas Society of Certified Public Accountants Fax: (956) 3810605 1

Management's discussion and analysis are not a required part of the basic financial statements but are supplementary information required by accounting principles generally accepted in the United States of America. We have applied certain limited procedures, which consisted principally of inquiries of management regarding the methods of measurement and presentation of the required supplementary information. However, we did not audit the information and express no opinion on it. In accordance with Government Auditing Standards, we have also issued our report dated February 15, 2011, on our consideration of the City's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements, and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Governmental Auditing Standards and should be read in conjunction with this report in considering the results of our audit. Our audit was performed for the purpose of forming an opinion on the financial statements that collectively comprise CITY OF RIO GRANDE CITY's basic financial statements. The accompanying schedule of expenditures of federal awards is presented for purposes of additional analysis as required by U.S. Office of Management and Budget Circular A133, Audits of States, Local Governments, and NonProfit Organizations, and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements, and in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. Although the combining fund financial statements are presented for purposes of additional analysis and are not a required part of the basic financial statements, they have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. Reyna & Garza, PLLC Certified Public Accountants February 15, 2011 2

Management's Discussion and Analysis CITY OF RIO GRANDE CITY, TEXAS MANAGEMENT'S DISCUSSION AND ANALYSIS In this section of the Annual Financial and Compliance Report, we, the managers of City of Rio Grande City, Texas (the City ), discuss and analyze the City's financial performance for the fiscal year ended September 30, 2010. Please read it in conjunction with the independent auditors' report on page 1, and the City's Basic Financial Statements, which begin on page 9. FINANCIAL HIGHLIGHTS The City's net assets: increased by $1,482,088 as a result of this year's operations. Net assets of our businesstype activities: increased by $240,731, or.2 percent, net assets of all governmental activities: increased, by $1,241,357 or nearly 9.6 percent. During the year, the City had expenses that were $ 1,241,357 less than the $ 7.68 million generated in tax and other revenues for governmental programs (before special items). In the City's businesstype activities, revenues increased from $3.6 million to $ 3.8 million (or 5.3 percent) while expenses also increased from $2.6 million to $ 3.1 million (or 19.2 percent). Total cost of all of the City's programs increased from $8.5 million to $ 9.5 million (or 11.8 percent). The General ended the year with a fund balance of $ 1.0 million. The resources available for appropriation were $ 356 thousand less than budgeted for the General. USING THIS ANNUAL REPORT This annual report consists of a series of financial statements. The governmentwide financial statements include the Statement of Net Assets and the Statement of Activities on pages 9 and 10. These provide information about the activities of the City as a whole and present a longerterm view of the City's property and debt obligations and other financial matters. They reflect the flow of total economic resources in a manner similar to the financial reports of a business enterprise. financial statements starting on page 12 report the City's operations in more detail than the governmentwide statements by providing information about the City's most significant funds. For governmental activities, these statements tell how services were financed in the short term as well as what resources remain for future spending. They reflect the flow of current financial resources, and supply the basis for tax levies and the appropriations budget. For proprietary activities, fund financial statements tell how goods or services of the City were sold to external customers and how the sales revenues covered the expenses of the goods or services. The remaining statements, fiduciary statements (when applicable), provide financial information 3

about activities for which the City acts solely as a trustee or agent for the benefit of those outside of the City. The notes to the financial statements (starting on page 22) provide narrative explanations or additional data needed for full disclosure in the governmentwide statements or the fund financial statements. The combining statements for nonmajor funds contain even more information about the City's individual funds. Reporting the City as a Whole The Statement of Net Assets and the Statement of Activities The analysis of the City's overall financial condition and operations begins on page 9. Its primary purpose is to show whether the City is better off or worse off as a result of the year's activities. The Statement of Net Assets includes all the City's assets and liabilities at the end of the year while the Statement of Activities includes all the revenues and expenses generated by the City's operations during the year. These apply the accrual basis of accounting which is the basis used by private sector companies. All of the current year's revenues and expenses are taken into account regardless of when cash is received or paid. All the City's assets are reported whether they serve the current year or future years. Liabilities are considered regardless of whether they must be paid in the current or future years. These two statements report the City's net assets and changes in them. The City's net assets (the difference between assets and liabilities) provide one measure of the City's financial health, or financial position. Over time, increases or decreases in the City's net assets are one indicator of whether its financial health is improving or deteriorating. To fully assess the overall health of the City, however, you should consider nonfinancial factors as well, such as changes in the City's property tax base and the condition of the City's facilities. In the Statement of Net Assets and the Statement of Activities, we divide the City into two kinds of activities: Governmental activities Most of the City's basic services are reported here, including public safety, public works, culture and recreation, economic development and assistance, and general administration. Property taxes, sales taxes, franchise taxes, charges for services, and state and federal grants finance most of these activities. Businesstype activities The City charges a fee to customers to help it cover all or most of the cost of providing services such as water, sewer, and solid waste services. 4

Reporting the City's Most Significant s Financial Statements The fund financial statements begin on page 12 and provide detailed information about the most significant funds not the City as a whole. Laws and/or contracts require the City to establish some funds, such as grants received under the certain programs. The City's administration establishes several other funds to help it control and manage money for particular purposes. The City's two kinds of funds governmental and proprietary use different accounting approaches. Governmental funds Most of the City's basic services are reported in governmental funds. These use modified accrual accounting (a method that measures the receipt and disbursement of cash and all other financial assets that can be readily converted to cash) and report balances that are available for future spending. The governmental fund statements provide a detailed shortterm view of the City's general operations and the basic services it provides. We describe the differences between governmental activities (reported in the Statement of Net Assets and the Statement of Activities) and governmental funds in reconciliation schedules following each of the fund financial statements. Proprietary funds The City reports the activities for which it charges users (whether outside customers or other units of the City) in proprietary funds using the same accounting methods employed in the Statement of Net Assets and the Statement of Activities. In fact, the City's enterprise funds (one category of proprietary funds) are the businesstype activities reported in the governmentwide statements but containing more detail and additional information, such as cash flows. GOVERNMENTWIDE FINANCIAL ANALYSIS Our analysis focuses on the net assets (Table I) and changes in net assets (Table II) of the City's governmental and businesstype activities. Net assets of the City's governmental activities increased from $12.88 million to $14.2 million. Unrestricted net assets the part of net assets that can be used to finance daytoday operations without constraints established by debt covenants, enabling legislation, or other legal requirements was $ 1.1 million at September 30, 2010. In 2010, net assets of our businesstype activities increased by $ 241 thousand, or nearly.2 percent. This increase is very minimal in relation to the overall operations of the City. 5

Table I CITY OF RIO GRANDE CITY, TEXAS NET ASSETS Governmental Activities 2010 Governmental Activities 2009 Businesstype Activities 2010 Businesstype Activities 2009 Total 2010 Total 2009 Current and other assets $ 15,620,716 $ 7,355,652 $ 3,397,601 $ 3,398,697 $ 19,018,317 $ 10,120,341 Capital assets 14,947,888 10,623,066 10,772,508 10,821,466 25,720,396 21,444,532 Total assets $30,568,604 $17,978,718 $ 14,170,109 $ 14,220,163 $ 44,738,713 $ 32,198,881 Longterm liabilities 14,518,114 4,790,178 1,229,000 1,472,000 15,747,114 6,262,178 Other liabilities 1,884,283 308,942 445,102 419,878 2,329,385 728,820 Total liabilities $ 16,402,397 $ 5,099,120 $ 1,674,102 $ 1,891,878 $ 18,076,499 $ 6,990,998 Net Assets: Invested in capital assets net of 1,007,417 6,600,125 9,543,508 9,349,466 $ 10,550,925 $ 15,949,591 related debt Restricted 12,021,803 0 0 0 12,021,803 0 Unrestricted 1,136,987 6,279,473 2,952,499 2,978,819 4,089,486 9,258,292 Total net assets $ 14,166,207 $ 12,879,598 $ 12,496,007 $ 12,328,285 $ 26,662,214 $ 25,207,883 Table II CITY OF RIO GRANDE CITY, TEXAS CHANGES IN NET ASSETS Governmental Activities 2010 Governmental Activities 2009 Businesstype Activities 2010 Businesstype Activities 2009 2010 2009 Revenues: Program Revenues: Charges for Services 210,981 423,707 3,845,933 3,635,355 4,056,974 4,059,062 General Revenues: Maintenance and operations taxes 1,515,475 1,445,327 0 0 1,515,475 1,445,327 Grants 1,483,732 1,868,618 0 0 1,483,732 1,868,618 Sales Taxes 2,368,978 2,512,798 0 0 2,368,978 2,512,798 Franchise Taxes 552,720 551,876 0 0 552,720 551,876 Investment Earnings 34,050 23,851 4,393 8,238 38,443 32,089 Miscellaneous 843,345 513,323 113,714 106,811 957,059 620,134 Total Revenue $ 7,009,281 $ 7,339,500 $ 3,964,100 $ 3,750,404 $10,973,381 $11,089,904 Total Total Expenses: General Government 818,575 697,203 0 0 818,575 697,203 Judicial 142,824 116,034 0 0 142,824 116,034 Public Safety 2,979,185 2,874,952 0 0 2,979,185 2,874,952 Public Works 691,845 613,340 0 0 691,845 613,340 Highways and Streets 150,283 122,500 0 0 150,283 122,500 Culture and Recreation Libraries 500,689 183,481 288,788 161,172 0 0 500,689 183,481 288,788 161,172 Conservation & Development 329,117 278,977 0 0 329,117 278,977 Economic Development 560,539 627,094 0 0 560,539 627,094 Bond Interest & Cap Outlay 77,508 57,744 0 0 77,508 57,744 Utility I&S 0 0 3,057,247 2,616,877 3,057,247 2,616,877 Total Expenses $ 6,434,046 $ 5,837,804 $ 3,057,247 $ 2,616,877 $ 9,491,293 $ 8,454,681 Increase in net assets before transfers 575,235 1,501,696 906,853 1,133,527 1,482,088 2,635,223 and special items Transfers 666,122 316,398 (666,122) (316,398) 0 0 Special Items Resources Special ItemsPrior Period Adjustments 0 45,251 0 (96,606) 0 (73,009) (2,674) 00 0 (27,758) (2,674) (96,606) Net assets at 10/1 $ 12,879,599 $ 11,158,111 $ 12,328,285 $ 11,513,830 $ 25,207,884 $ 22,671,941 Net assets at 9/30 $ 14,166,207 $ 12,879,599 $ 12,496,007 $ 12,328,285 $ 26,662,214 $ 25,207,884 6

The cost of all governmental activities this year was $ 9.5 million. However, as shown in the Statement of Activities on pages 10 and 11, the amount that our taxpayers ultimately financed for these activities through City advalorem property taxes was only $ 1.5 million because some of the costs were paid by those who directly benefited from the programs or by other governments and organizations that subsidized certain programs with grants and contributions. THE CITY'S FUNDS As the City completed the year, its governmental funds (as presented in the balance sheet on page 12) reported a combined fund balance of $ 13.1 million, which is above last year's total of $ 6.2 million. Over the course of the year, the Council did not revise the City's budget due to careful planning and budgeting on the original budget. The City's General balance of $ 1.0 million reported on page 12 differs from the General 's budgetary fund balance of $ 1.39 million reported in the General budgetary comparison schedule on page 38. This is principally due to sales tax and advalorem tax revenues not meeting projections. CAPITAL ASSET AND DEBT ADMINISTRATION Capital Assets At the end of the 200910 year, the City had $ 25.7 million invested in a broad range of capital assets, including facilities, land, infrastructure, vehicles, and equipment. The most significant current year addition was approximately $4.3 million in construction in progress related to water and waste water improvements. Debt In the prior year, the City closed on three new debt issues valued at a total of $23,585,000 from the Texas Water Development Board for water and wastewater projects. Of the total amount of bonds issued, $7,400,000 of proceeds have been drawn down as of 20092010. In September of 2010, the City also closed on $6.5 million in Certificates of Obligation for a capital improvement project for parks and streets. At yearend, the City had $ 15.7 million in bonds, capital leases, and notes outstanding versus $ 6.35 million last year, an increase of 1.5 percent. ECONOMIC FACTORS AND NEXT YEAR'S BUDGETS AND RATES The economic recession hit the City hardest in the 20092010 budget year. Sales tax saw a decrease of an unprecedented 7% from the previous year. Meanwhile, the City worked on funding a capital improvement plan that will see about 70% of the City s streets repaved or overlaid, as well as construction of a $1.6 million park with 50% funding from a Texas Parks and Wildlife grant. The City s elected and appointed officials considered all these factors when setting the 20102011 budget and tax rate. On September 30 th, the City Commission voted to levy 7

a total tax rate of $.506 on a $100 assessed valuation. This includes a Maintenance and Operations rate of $.356 and an Interest and Sinking rate of $.15, which is a first for the City. The total rate is an increase of about 42.08% from last year s rate. However, the rate set for M&O is the calculated effective rate, so virtually all of the increase is due the I&S rate. The increase was necessary to fund the debt service for a $6.5 million Certificate of Obligation which will pay for the 20102011 capital improvements. The budget provided for increases to most expenditures in response to the effect of inflation on the cost of providing municipal services. The Municipal Cost Index (MCI) measures the effect of inflation on cities, and reveals an increase of 3.1% over the previous twelve months. There was no new staff added in the 20102011 budget, and a $500 across the board increase was provided to employees as a modest cost of living adjustment. Other than the major capital improvements for streets and parks, there are no other capital outlay expenditures in the budget. The Water Plant and Wastewater Plant projects are continuing construction and are both on schedule. The Enterprise Public Utilities Department implemented the third phase of the approved rate structure recommended in the September 2008 rate study. The same moderate increase in expenses in response to inflation was projected for the Enterprise and provided for in the budget. The 20102011 budget provides for moderate increases to the fund balance of the General and the Enterprise. It will continue to maintain a sufficient level of municipal services to the citizens of Rio Grande City, as well as provide a minimal market adjustment of wages to the employees. CONTACTING THE CITY'S FINANCIAL MANAGEMENT This financial report is designed to provide our citizens, taxpayers, customers, and investors and creditors with a general overview of the City's finances and to show the City's accountability for the money it receives. If you have questions about this report or need additional financial information, contact the City's administration office, at City of Rio Grande City, Texas, 101 S. Washington, Rio Grande City, Texas. 8

CITY OF RIO GRANDE CITY STATEMENT OF NET ASSETS SEPTEMBER 30, 2010 EXHIBIT A1 Governmental Activities Primary Government Business Type Activities Total ASSETS Cash and Cash Equivalents $ 11,080,892 $ 647,188 $ 11,728,080 Investments Current 1,948,324 1,509,349 3,457,673 Receivables (net of allowance for uncollectibles) 2,446,549 776,897 3,223,446 Internal Balances (433,661) 433,661 Inventories 11,796 11,796 Deferred Charges 18,096 18,096 Capitalized Debt Issuance Costs Capital Assets: 577,643 577,643 Land 851,810 339,036 1,190,846 Infrastructure, net 5,284,055 9,777,695 15,061,750 Buildings, net 987,144 523,566 1,510,710 Machinery and Equipment, net 1,671,549 132,211 1,803,760 Construction in Progress 6,153,330 6,153,330 Other Assets 969 614 1,583 Total Assets 30,568,604 14,170,109 44,738,713 LIABILITIES Accounts Payable Intergovernmental Payable Accrued Interest Payable Deferred Revenues Noncurrent Liabilities Due Within One Year Due in More Than One Year 1,811,730 120,287 1,932,017 15,408 15,408 14,661 13,928 28,589 41,834 8,255 50,089 650 302,632 303,282 900,112 255,000 1,155,112 13,618,002 974,000 14,592,002 Total Liabilities 16,402,397 1,674,102 18,076,499 NET ASSETS Invested in Capital Assets, Net of Related Debt Restricted for: Restricted for Debt Service Restricted for Capital Projects Restricted for State & Federal Programs Unrestricted Net Assets 1,007,417 9,543,508 10,550,925 496,882 496,882 6,411,593 6,411,593 5,113,328 5,113,328 1,136,987 2,952,499 4,089,486 Total Net Assets $ 14,166,207 $ 12,496,007 $ 26,662,214 The notes to the Financial Statements are an integral part of this statement. 9

CITY OF RIO GRANDE CITY STATEMENT OF ACTIVITIES FOR THE YEAR ENDED SEPTEMBER 30, 2010 Program Revenues Expenses Primary Government: GOVERNMENTAL ACTIVITIES: General Government $ 818,575 $ Judicial 142,824 Public Safety 2,979,185 Public Works 691,845 Highways and Streets 150,283 Culture and Recreation 500,689 Libraries 183,481 Conservation and Development 329,117 Economic Development and Assistance 560,539 Debt Service Interest 61,273 Fiscal Agent's Fees 5,188 Issuance Costs 11,047 Total Governmental Activities: BUSINESSTYPE ACTIVITIES: Total BusinessType Activities: Charges for Services 220,981 6,434,046 220,981 3,057,247 3,845,993 3,057,247 3,845,993 TOTAL PRIMARY GOVERNMENT: $ 9,491,293 $ 4,066,974 General Revenues: Taxes: Property Taxes, Levied for General Purposes Sales Taxes Franchise Taxes Other Taxes Penalty and Interest Grants and Contributions Not Restricted Miscellaneous Revenue Investment Earnings Transfers In (Out) Total General Revenues and Transfers Change in Net Assets Net AssetsBeginning Prior Period Adjustment Net AssetsEnding The notes to the Financial Statements are an integral part of this statement. 10

EXHIBIT B1 Governmental Activities Net (Expense) Revenue and Changes in Net Assets Primary Government Businesstype Activities Total $ (818,575) $ $ (818,575) (142,824) (142,824) (2,979,185) (2,979,185) (470,864) (470,864) (150,283) (150,283) (500,689) (500,689) (183,481) (183,481) (329,117) (329,117) (560,539) (560,539) (61,273) (61,273) (5,188) (5,188) (11,047) (11,047) (6,213,065) (6,213,065) 788,746 788,746 788,746 788,746 (6,213,065) 788,746 (5,424,319) 1,515,475 1,515,475 2,368,978 2,368,978 552,720 552,720 112,996 112,996 45,508 45,508 1,483,732 1,483,732 674,841 113,714 788,555 34,050 4,393 38,443 666,122 (666,122) 7,454,422 (548,015) 6,906,407 $ 1,241,357 12,879,599 45,251 240,731 12,328,285 (73,009) 1,482,088 25,207,884 (27,758) 14,166,207 $ 12,496,007 $ 26,662,214 11

CITY OF RIO GRANDE CITY BALANCE SHEET GOVERNMENTAL FUNDS SEPTEMBER 30, 2010 General Major Sp. Rev Economic Dev Major Sp. Rev Stonegarden ASSETS Cash and Cash Equivalents $ 172,487 $ 862,935 $ Investments Current 713,269 1,001,816 Interest Receivable investments Taxes Receivable 593,136 Allowance for Uncollectible Taxes (credit) (466,749) Receivables (Net) 84,705 Intergovernmental Receivables 192,231 63,139 287,983 Due from Other s 277,906 70,109 Other Assets 969 Total Assets $ 1,567,954 $ 1,997,999 $ 287,983 LIABILITIES AND FUND BALANCES Liabilities: Accounts Payable $ 96,895 $ 5,669 $ Wages and Salaries Payable 87,840 4,483 Intergovernmental Payable 15,408 Due to Other s 227,608 13 287,983 Accrued Interest Payable Deferred Revenues 110,829 Other Current Liabilities 650 Total Liabilities 538,580 10,815 287,983 Balances: Reserved For: Debt Service Construction Unreserved and Undesignated: Reported in the General Reported in the Special Revenue 1,029,374 1,987,184 Total Balances 1,029,374 1,987,184 Total Liabilities and Balances $ 1,567,954 $ 1,997,999 $ 287,983 The notes to the Financial Statements are an integral part of this statement. 12

EXHIBIT C1 Major Cap. Proj. Water Plant Improv. Major Cap. Proj. Waste Water Improv. Capital Projects Other s Total Governmental s $ 97,011 $ 2,397,131 $ 6,466,644 $ 1,084,684 $ 233,239 81 8,517 1,420,000 263,506 76,841 11,080,892 1,948,324 81 593,136 (466,749) 93,222 2,226,859 424,856 969 $ 1,517,011 $ 2,630,451 $ 6,466,644 $ 1,433,548 $ 15,901,590 $ 1,456,725 $ 5,640 $ 55,001 $ 99,477 $ 109,100 50 50 233,713 14,661 38,618 1,719,407 92,323 15,408 858,517 14,661 149,447 650 1,565,825 5,690 55,051 $ 386,469 2,850,413 6,411,593 (48,814) 2,624,761 496,882 550,197 496,882 6,411,593 1,029,374 5,113,328 (48,814) 2,624,761 6,411,593 $ 1,047,079 13,051,177 $ 1,517,011 $ 2,630,451 $ 6,466,644 $ 1,433,548 $ 15,901,590 13

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CITY OF RIO GRANDE CITY RECONCILIATION OF THE GOVERNMENTAL FUNDS BALANCE SHEET TO THE STATEMENT OF NET ASSETS SEPTEMBER 30, 2010 EXHIBIT C2 Total Balances Governmental s Capital assets used in governmental activities are not financial resources and therefore are not reported in governmental funds. At the beginning of the year, the cost of these assets was $12,416,236 and the accumulated depreciation was $1,793,170. In addition, longterm liabilities, including bonds payable, are not due and payable in the current period, and, therefore are not reported as liabilities in the funds. The net effect of including the beginning balances for capital assets (net of depreciation) and longterm debt in the governmental activities is to increase net assets. Current year capital outlays and longterm debt principal payments are expenditures in the fund financial statements,but they should be shown as increases in capital assets and reductions in longterm debt in the governmentwide financial statements. The net effect of including the 2010 capital outlays and debt principal payments is to increase net assets. $ 13,051,177 5,832,888 5,076,326 The 2010 depreciation expense increases accumulated depreciation. The net effect of the current year's depreciation is to decrease net assets. (311,515) Various other reclassifications and eliminations are necessary to convert from the modified accrual basis of accounting to accrual basis of accounting. These include recognizing deferred revenue as revenue, eliminating interfund transactions, reclassifying the proceeds of bond sales as an increase in bonds payable, and recognizing the liabilities associated with maturing longterm debt and interest. The net effect of these reclassifications and recognitions is to increase (decrease) net assets. Net Assets of Governmental Activities $ (9,482,669) 14,166,207 The notes to the Financial Statements are an integral part of this statement. 14

CITY OF RIO GRANDE CITY STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCE GOVERNMENTAL FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2010 General Major Sp. Rev Economic Dev Major Sp. Rev Stonegarden REVENUES: Taxes: Property Taxes $ 1,882,753 $ $ General Sales and Use Taxes 1,579,319 789,659 Franchise Tax 552,720 Other Taxes 8,999 Penalty and Interest on Taxes 45,508 Licenses and Permits 120,857 Intergovernmental Revenue and Grants 68,322 445,898 Charges for Services 220,981 Fines 149,134 Forfeits Investment Earnings 2,591 4,253 Rents and Royalties 6,600 Contributions & Donations from Private Sources 1,191 Other Revenue 90,333 16,197 Total Revenues 4,729,308 810,109 445,898 EXPENDITURES: Current: General Government 834,982 Judicial 142,824 Public Safety 2,452,233 321,348 Public Works 600,939 Highways and Streets 150,283 Culture and Recreation 145,074 Libraries 183,481 Conservation and Development 285,505 Economic Development and Assistance Debt Service: 552,781 Principal 191,288 Interest 35,258 Fiscal Agent's Fees Capital Outlay: Capital Outlay 200,310 6,206 124,550 Total Expenditures 5,222,177 558,987 445,898 Excess (Deficiency) of Revenues Over (Under) Expenditures (492,869) 251,122 OTHER FINANCING SOURCES (USES): Capitalrelated Debt Issued (Regular Bonds) Proceeds from Capital Leases 114,224 Transfers In 270,000 30,000 Transfers Out (Use) (10,734) (125,751) Total Other Financing Sources (Uses) 373,490 (95,751) Net Change in Balances (119,379) 155,371 Balance October 1 (Beginning) 1,221,951 1,834,939 Prior Period Adjustment (73,198) (3,126) Balance September 30 (Ending) $ 1,029,374 $ 1,987,184 $ The notes to the Financial Statements are an integral part of this statement. 15

EXHIBIT C3 Major Sp. Rev Water Plant Improv. Major Sp Rev Waste Water Improv. Capital Projects Other s Total Governmental s $ $ $ $ $ 1,882,753 2,368,978 552,720 103,997 112,996 45,508 120,857 968,321 1,482,541 220,981 149,134 291,720 291,720 564 3,845 20,560 2,237 34,050 6,600 1,191 106,530 564 3,845 20,560 1,366,275 7,376,559 834,982 142,824 383,655 3,157,236 50,409 651,348 150,283 145,074 183,481 285,505 7,758 560,539 191,288 26,015 61,273 5,188 5,188 3,274,895 126,454 288,210 798,164 4,818,789 3,274,895 126,454 288,210 1,271,189 11,187,810 (3,274,331) (122,609) (267,650) 95,086 (3,811,251) 3,305,000 6,678,547 9,983,547 114,224 92,000 19,662 441,101 852,763 (18,966) (31,190) (186,641) 3,305,000 92,000 6,679,243 409,911 10,763,893 30,669 (30,609) 6,411,593 504,997 6,952,642 (79,483) 2,655,370 542,082 6,174,859 (76,324) $ (48,814) $ 2,624,761 $ 6,411,593 $ 1,047,079 $ 13,051,177 16

EXHIBIT C4 CITY OF RIO GRANDE CITY RECONCILIATION OF THE GOVERNMENTAL FUNDS STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES TO THE STATEMENT OF ACTIVITIES FOR THE YEAR ENDED SEPTEMBER 30, 2010 Total Net Change in Balances Governmental s Current year capital outlays and longterm debt principal payments are expenditures in the fund financial statements, but they should be shown as increases in capital assets and reductions in longterm debt in the governmentwide financial statements. The net effect of removing the 2010 capital outlays and debt principal payments is to increase net assets. Depreciation is not recognized as an expense in governmental funds since it does not require the use of current financial resources. The net effect of the current year's depreciation is to decrease net assets. $ 6,952,642 5,076,326 (311,515) Various other reclassifications and eliminations are necessary to convert from the modified accrual basis of accounting to accrual basis of accounting. These include recognizing deferred revenue as revenue, adjusting current year revenue to show the revenue earned from the current year's tax levy, eliminating interfund transactions, reclassifying the proceeds of bond sales, and recognizing the liabilities associated with maturing longterm debt and interest. The net effect of these reclassifications and recognitions is to increase (decrease) net assets. Change in Net Assets of Governmental Activities $ (10,476,096) 1,241,357 The notes to the Financial Statements are an integral part of this statement. 17

CITY OF RIO GRANDE CITY STATEMENT OF NET ASSETS PROPRIETARY FUNDS SEPTEMBER 30, 2010 Business Type Activities EXHIBIT D1 Enterprise ASSETS Current Assets: Cash and Cash Equivalents $ Investments Current Taxes Receivable Accounts ReceivableNet of Uncollectible Allowance Due from Other s Inventories Deferred Charges Total Current Assets Noncurrent Assets: Capital Assets: Land Purchase and Improvements Infrastructure Accumulated Depreciation Infrastructure Buildings Accumulated Depreciation Buildings Machinery and Equipment Accumulated Depreciation Machinery & Equipment Other Asset Total Noncurrent Assets 647,188 1,509,349 8,255 768,642 433,661 11,796 18,096 3,396,987 339,036 11,717,840 (1,940,145) 599,223 (75,657) 305,772 (173,561) 614 10,773,122 Total Assets 14,170,109 LIABILITIES Current Liabilities: Accounts Payable Wages and Salaries Payable Accrued Interest Payable Deferred Revenue Bonds Payable Current: Bonds Payable Current Other Current Liabilities Total Current Liabilities NonCurrent Liabilities: Bonds Payable Noncurrent Total Noncurrent Liabilities 99,549 20,738 13,928 8,255 255,000 302,632 700,102 974,000 974,000 Total Liabilities 1,674,102 NET ASSETS Investments in Capital Assets, Net of Debt Unrestricted Net Assets 9,543,508 2,952,499 Total Net Assets $ 12,496,007 The notes to the Financial Statements are an integral part of this statement. 18

EXHIBIT D2 (Cont'd) CITY OF RIO GRANDE CITY STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN FUND NET ASSETS PROPRIETARY FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2010 OPERATING REVENUES: Charges for Water Services $ Charges for Sewerage Service Charges for Sanitation Service Investment Earnings Other Revenue Business Type Activities Enterprise 2,568,101 1,232,304 45,588 4,393 113,715 Total Operating Revenues 3,964,101 OPERATING EXPENSES: Proprietary Function Water Personnel Services Salaries and Wages 377,246 Personnel Services Employee Benefits 142,231 Purchased Professional & Technical Services 185,676 Purchased Property Services 77,806 Other Operating Expenses 14,438 Supplies 658,579 Total Proprietary Function Water 1,455,976 Proprietary Function Sewage Personnel Services Salaries and Wages 158,148 Personnel Services Employee Benefits 42,868 Purchased Professional & Technical Services 109,783 Purchased Property Services 207,687 Other Operating Expenses 29,737 Supplies 321,686 Total Proprietary Function Sewage 869,909 Proprietary Function Admin. & Coll. Personnel Services Salaries and Wages 215,522 Personnel Services Employee Benefits 69,669 Purchased Professional & Technical Services 8,500 Purchased Property Services 24,322 Other Operating Expenses 196,798 Supplies 58,930 Total Proprietary Function Admin. & Coll. 573,741 Proprietary Function Debt Issuance Costs Purchased Professional & Technical Services 3,816 Other Operating Expenses 1,524 Total Proprietary Function Debt Issuance Costs 5,340 Depreciation 79,996 Interest Expense 72,285 Transfers Out Total Operating Expenses 3,057,247 Income Before Transfers 906,854 (666,122) The notes to the Financial Statements are an integral part of this statement. 19

CITY OF RIO GRANDE CITY STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN FUND NET ASSETS PROPRIETARY FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2010 Business Type Activities Enterprise EXHIBIT D2 Change in Net Assets Total Net Assets October 1 (Beginning) Prior Period Adjustment Total Net Assets September 30 (Ending) 240,732 12,328,285 (73,009) $ 12,496,007 The notes to the Financial Statements are an integral part of this statement. 20

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CITY OF RIO GRANDE CITY STATEMENT OF CASH FLOWS PROPRIETARY FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2010 EXHIBIT D3 (Cont'd) Business Type Activities Enterprise Cash Flows from Operating Activities: Cash Received from User Charges $ Cash Received from Other Revenues Cash Payments to Employees for Services Cash Payments for Services Cash Payments for Suppliers Cash Payments for Other Operating Expenses Net Cash Provided by Operating Activities Cash Flows from NonCapital Financing Activities: Increase(decrease) in Shortterm Loans Operating Transfer Out Increase(decrease) in Bonds Payable Net Cash Provided by (Used for) NonCapital Financing Activities Cash Flows from Capital & Related Financing Activities: Acquisition of Capital Assets Other Net Cash Provided by (Used for) Capital & Related Financing Activities 3,845,993 118,008 (1,005,684) (617,590) (1,039,195) (444,648) 856,884 (10,388) (666,122) (243,000) (919,510) (59,379) 24,243 (35,136) Net Increase(Decrease) in Cash and Cash Equivalents (97,762) Cash and Cash Equivalents at Beginning of the Year: 744,880 Cash and Cash Equivalents at the End of the Year: $ 647,118 The notes to the Financial Statements are an integral part of this statement. 21

CITY OF RIO GRANDE CITY STATEMENT OF CASH FLOWS PROPRIETARY FUNDS FOR THE YEAR ENDED SEPTEMBER 30, 2010 EXHIBIT D3 Business Type Activities Enterprise Reconciliation of Operating Income to Net Cash Provided By Operating Activities: Operating Income: $ 906,854 Adjustments to Reconcile Operating Income to Net Cash Provided by Operating Activities: Depreciation 79,996 Effect of Increases and Decreases in Current Assets and Liabilities: Decrease (increase) in Receivables 115,165 Decrease (increase) in Inventories 4,580 Increase (decrease) in Accounts Payable (13,069) (Increase) decrease in Other Assets 2,175 (Increase) decrease in Interfund Receivable (214,489) Increase (decrease) in Other Current Liabilities 30,634 Increase (decrease) in Accrued Interest Payable (2,691) Increase (decrease) in Wages Payable 20,738 Increase(decrease) Prior Period Adjustment (73,009) Net Cash Provided by Operating Activities $ 856,884 Reconciliation of Total Cash and Cash Equivalents: Cash & Cash Equivalents Statement of Net Assets $ 647,118 The notes to the Financial Statements are an integral part of this statement. 21a

CITY OF RIO GRANDE CITY NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED SEPTEMBER 30, 2010 I. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The combined financial statements of the City of Rio Grande City, Texas (the City) have been prepared in conformity with accounting principles applicable to governmental units which are generally accepted in the United States of America. The Governmental Accounting Standards Board ( GASB ) is the accepted standard settling body for establishing governmental accounting and financial reporting principles. A. REPORTING ENTITY The City s basic financial statements include the accounts of all its operations. The City evaluated whether any other entity should be included in these financial statements. The criteria for including organizations as component units within the City s reporting entity, as set forth in GASB Statement No. 14, The Financial Reporting Entity, include whether: The organization is legally separate (can sue and be sued in its name) The City holds the corporate powers of the organization The City appoints a voting majority to the organization s board The city is able to impose its will on the organization The organization has the potential to impose a financial benefit/burden on the City There is fiscal dependency by the organization on the City The exclusion of the organization would result in misleading or incomplete financial statements The City also evaluated each legally separate, tax exempt organization whose resources are used principally to provide support to the City to determine if its omission from the reporting entity would result in financial statements that are misleading or incomplete. GASB Statement No. 14 requires inclusion of such an organization as a component unit when: 1) The economic resources received or held by the organization are entirely or almost entirely for the direct benefit of the City, its component units, or its constituents; and 2) The City or its component units is entitled to, or has the ability to otherwise access, a majority of the economic resources received or held by the organization; and 3) Such economic resources are significant to the City. Based on these criteria, the City has no component units. Additionally, the City is not a component unit of any other reporting entity as defined by the GASB statement. The citizens of the City voted on May 1, 1993 to incorporate the City of Rio Grande City, Texas. The City operates under a Mayor City Council form of government and provides the following services as authorized by its charter: public improvements, utilities (water and sewer), code enforcement, judicial and election functions, and general administrative services. On May 18, 1998, a court order was issued ordering the Starr County Water Control and Improvement District No. 2 to relinquish all property, assets, and all control of the (former) Water District to the control of the City. This action was effective as of May 15, 1998, at which time the (former) Water District was assimilated into the operations of the City as the Public Utilities Department, an Enterprise. 22

B. GOVERNMENTWIDE AND FUND FINANCIAL STATEMENTS The Statement of Net Assets and the Statement of Activities are governmentwide financial statements. They report information on all of the City s nonfiduciary activities with most of the interfund activities removed. Governmental activities include programs supported primarily by taxes, State funds, grants and other intergovernmental revenues. Businesstype activities include operations that rely to a significant extent on fees and charges for support. The Statement of Activities demonstrates how other people or entities that participate in programs the City operates have shared in the payment of the direct costs. The "charges for services" column includes payments made by parties that purchase, use, or directly benefit from goods or services provided by a given function or segment of the City. The "grants and contributions" column includes amounts paid by organizations outside the City to help meet the operational or capital requirements of a given function. If a revenue is not a program revenue, it is a general revenue used to support all of the City's functions. Taxes are always general revenues. Interfund activities between governmental funds and between governmental funds and proprietary funds appear as due to/due froms on the Governmental Balance Sheet and Proprietary Statement of Net Assets and as other resources and other uses on the governmental fund Statement of Revenues, Expenditures and Changes in Balance and on the Proprietary Statement of Revenues, Expenses and Changes in Net Assets. All interfund transactions between governmental funds are eliminated on the governmentwide statements. Interfund activities between governmental funds and enterprise funds remain on the governmentwide statements and appear on the governmentwide Statement of Net Assets as internal balances and on the Statement of Activities as interfund transfers. Interfund activities between governmental funds and fiduciary funds remain as due to/due froms on the governmentwide Statement of Activities. The fund financial statements provide reports on the financial condition and results of operations for three fund categories governmental, proprietary, and fiduciary. Since the resources in the fiduciary funds cannot be used for City operations, they are not included in the governmentwide statements. The City considers some governmental and enterprise funds major and reports their financial condition and results of operations in a separate column. Proprietary funds distinguish operating revenues and expenses from nonoperating items. Operating revenues result from providing goods and services in connection with a proprietary fund's principal ongoing operations; they usually come from exchange or exchangelike transactions. All other revenues are nonoperating. Operating expenses can be tied specifically to the production of the goods and services, such as materials and labor and direct overhead. Other expenses are nonoperating. C. MEASUREMENT FOCUS, BASIS OF ACCOUNTING, AND FINANCIAL STATEMENT PRESENTATION The governmentwide financial statements use the economic resources measurement focus and the accrual basis of accounting, as do the proprietary fund and fiduciary fund financial statements. Revenues are recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of the related cash flows. Property taxes are recognized as revenues in the year for which they are levied. Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met. Governmental fund financial statements use the current financial resources measurement focus and the modified accrual basis of accounting. With this measurement focus, only current assets, current liabilities and fund balances are included on the balance sheet. Operating statements of these funds present net increases and decreases in current assets (i.e., revenues and other financing sources and expenditures and other financing uses). 23

The modified accrual basis of accounting recognizes revenues in the accounting period in which they become both measurable and available, and it recognizes expenditures in the accounting period in which the fund liability is incurred, if measurable, except for unmatured interest and principal on longterm debt, which is recognized when due. The expenditures related to certain compensated absences and claims and judgments are recognized when the obligations are expected to be liquidated with expendable available financial resources. The City considers all revenues available if they are collectible within 60 days after year end. Revenues from local sources consist primarily of property taxes. Property tax revenues and revenues received from the State are recognized under the "susceptible to accrual" concept, that is, when they are both measurable and available. The City considers them "available" if they will be collected within 60 days of the end of the fiscal year. Miscellaneous revenues are recorded as revenue when received in cash because they are generally not measurable until actually received. Investment earnings are recorded as earned, since they are both measurable and available. Grant funds are considered to be earned to the extent of expenditures made under the provisions of the grant. Accordingly, when such funds are received, they are recorded as deferred revenues until related and authorized expenditures have been made. If balances have not been expended by the end of the project period, grantors some times require the City to refund all or part of the unused amount. The Proprietary Types and Fiduciary s are accounted for on a flow of economic resources measurement focus and utilize the accrual basis of accounting. This basis of accounting recognizes revenues in the accounting period in which they are earned and become measurable and expenses in the accounting period in which they are incurred and become measurable. The City applies all GASB pronouncements as well as the Financial Accounting Standards Board pronouncements issued on or before November 30, 1989, unless these pronouncements conflict or contradict GASB pronouncements. With this measurement focus, all assets and all liabilities associated with the operation of these funds are included on the fund statement of Net Assets. The fund equity is segregated into invested in capital assets net of related debt, restricted net assets, and unrestricted net assets. D. FUND ACCOUNTING The City reports the following major governmental funds: 1. The General The general fund is the City's primary operating fund. It accounts for all financial resources except those required to be accounted for in another fund. 2. The Economic Development Corporation This fund is a special revenue fund to account for the ½ cent sales and use tax for economic and industrial development. Since the sales and use tax is approved specifically for such expenditures, the EDC fund is considered a Special Revenue. 3. The Stonegarden This fund is a special revenue fund This fund is a special revenue fund used to account for the activity related to this grant. 4. Water Projects This fund is a capital projects fund. It is used to account for the proceeds from longterm debt financing and revenues and expenditures related to authorized construction and other capital asset acquisitions. 5. Waste Water Projects This fund is a capital projects fund. It is used to account for the proceeds from longterm debt financing and revenues and expenditures related to authorized construction and other capital asset acquisitions. 6. Capital Projects This fund is a capital projects fund. It is used to account for the proceeds from longterm debt financing and revenues and expenditures related to authorized construction and other capital asset acquisitions. 24