MS 2023-06-W-Spell-June-29-2023-Utility-Authority-as-a-Member-of-the-Chamber-of-Commerce June 29, 2023

Can a Mississippi regional utility authority pay membership dues to join a local chamber of commerce?

Short answer: No. The local and private legislation creating the DeSoto County Regional Utility Authority doesn't authorize it to pay membership dues to join a local chamber of commerce. Counties and municipalities have a separate authorizing statute (Section 17-3-1) for chamber contributions, but that authority doesn't extend to a regional utility authority. The general authority to contract isn't enough.

Disclaimer: This is an official Mississippi Attorney General opinion. AG opinions are persuasive authority but not binding precedent. This summary is for informational purposes only and is not legal advice. Consult a licensed Mississippi attorney for advice on your specific situation.

Subject

Utility Authority Membership in Chamber of Commerce

Recipient

Wayne Spell, Executive Director, DeSoto County Regional Utility Authority

Plain-English summary

The DeSoto County Regional Utility Authority is created by a 1999 local and private act. The authority's executive director asked whether the entity could pay membership dues and join local chambers of commerce. The AG said no, because authority for that kind of expenditure has to come from the entity's own enabling statute or from a general statute that applies to the entity, and neither source supports chamber dues here.

The opinion follows a strict implied-powers framework. Under Wilkerson v. Miss. Emp. Sec. Comm'n (1994), administrative agencies created by statute have only the powers expressly granted to them or necessarily implied in those grants. The DCRUA's local and private legislation does not list chamber dues among its authorized expenditures. Section 17-3-1, which lets counties and municipalities contribute to chambers of commerce, is targeted at counties and municipalities, not at separate authorities like DCRUA. The AG cited the Hunt opinion (Aug. 17, 2018), which held a municipal utility authority could not piggyback on the municipality's chamber-of-commerce contribution authority. The same logic applies to a regional utility authority.

The AG also distinguished a different fact pattern: where a chamber provides specific services beyond regular member benefits (for example, managing a county park under a written agreement, see MS AG Op., Perry (Sept. 30, 2021)), the authority might have contracting power for that specific deal. But the request here was about membership dues for ordinary chamber participation, not a specific-services contract.

What this means for you

Utility authority executive directors

If your authority operates under a local and private act, look at that act first when considering any expenditure. Read it carefully for explicit grants and what is "necessarily implied." If the authority you are eyeing is not there, it does not exist for you, even if a similar entity has it elsewhere. Don't assume general municipal or county authority extends to your authority unless your enabling act makes it so.

Authority attorneys

Build a clean memo each time the authority considers a new type of expenditure that is not core operations. Tie the proposed expenditure to either a specific power in the local and private act or a state statute that expressly applies to authorities like yours. Do not rely on general "authority to contract" language: the AG explicitly rejected that bootstrap.

Chambers of commerce in DCRUA's service area

DCRUA cannot join your chamber by paying dues. If you want a relationship with the authority, structure it around a specific-services contract (for example, the chamber providing economic development services tied to utility expansion planning), with deliverables and a defined scope, not a flat membership.

Other local authorities and special districts

This opinion's reasoning generalizes. Industrial development authorities, drainage districts, special purpose districts, library systems set up under specific acts, and similar entities should all do the same statutory tour. If chamber-of-commerce contributions are not specifically authorized, they are off the table.

Mississippi residents and journalists

If a regional or special-purpose authority near you has been paying chamber-of-commerce dues, this opinion suggests the practice should stop unless the authority's enabling act or another specific statute authorizes it. Local audits sometimes flag this as a finding.

Common questions

What is a "regional utility authority"?
A regional utility authority is a public corporation created by local and private legislation to provide water, sewer, or other utility services to a defined area, often spanning multiple jurisdictions. DeSoto County Regional Utility Authority is one example.

What is "local and private legislation"?
Mississippi's term for an act of the legislature that applies to a specific local entity rather than the state as a whole. Local and private acts create or authorize specific public corporations and similar bodies.

Does Section 17-3-1 apply to the authority?
The AG said no. Section 17-3-1 is the chamber-of-commerce contribution authority for counties and municipalities. The Jordan opinion (Oct. 12, 1989) confirmed that statute supports the contributions for those entities, and the Hunt opinion (Aug. 17, 2018) held that a municipal utility authority cannot rely on it.

What about the "general authority to contract"?
The AG explicitly rejected this argument. A general contracting power lets the authority enter into contracts for things it is otherwise authorized to do; it does not expand the underlying scope of authorized expenditures.

Can the authority hire the chamber to do work for it?
That would be a specific-services contract, which is different from membership dues. The AG cited the Perry opinion (Sept. 30, 2021) for the proposition that a county can hire a chamber to manage a county park under a lawful management agreement. By analogy, a utility authority might be able to contract for specific services that fall within its authorized purposes, but membership dues for general chamber participation do not fit.

What if the legislature wants to authorize this?
The legislature can amend the local and private act creating the authority, or pass a general statute authorizing utility authorities to contribute to chambers of commerce. Either route would change the answer.

Background and statutory framework

Mississippi creates regional utility authorities through local and private legislation, usually as public corporations with their own enabling acts. The 1999 local and private act creating DCRUA is at Mississippi Local and Private Laws of 1999, Chapter 1039 (HB 1735). Like most local and private acts, it specifies the authority's powers, including its authority to contract.

Section 17-3-1 authorizes counties and municipalities to contribute to chambers of commerce upon proper findings. It does not extend to authorities, special districts, or other separate public bodies. Section 21-91-44 separately authorizes municipal donations to chambers of commerce in specific contexts.

The implied-powers doctrine for Mississippi administrative bodies comes from Wilkerson v. Mississippi Emp. Sec. Comm'n, 630 So. 2d 1000, 1001 (Miss. 1994): an agency has only the powers "expressly granted to [it] or necessarily implied in [its] grant of authority." Past AG opinions apply this consistently. Jordan (Oct. 12, 1989) confirms the Section 17-3-1 authority for counties and municipalities. Hunt (Aug. 17, 2018) holds a municipal utility authority cannot piggyback on a municipality's Section 17-3-1 authority. Barton (Oct. 5, 2020) addresses Section 21-91-44 as a separate basis for municipal donations to chambers, but applies only to municipalities.

Citations

Miss. Code Ann. § 17-3-1 (county and municipal authority to contribute to chambers of commerce)
Miss. Code Ann. § 21-91-44 (municipal donation authority to chambers of commerce)
Mississippi Local and Private Laws of 1999, Chapter 1039 (HB 1735) (creating DCRUA)
Wilkerson v. Mississippi Emp. Sec. Comm'n, 630 So. 2d 1000, 1001 (Miss. 1994) (implied powers doctrine for administrative bodies)
MS AG Op., Jordan (Oct. 12, 1989) (Section 17-3-1 supports county and municipal chamber contributions)
MS AG Op., Hunt (Aug. 17, 2018) (municipal utility authority cannot piggyback on municipality's chamber authority)
MS AG Op., Barton (Oct. 5, 2020) (Section 21-91-44 supports municipal donations to chambers)
MS AG Op., Perry (Sept. 30, 2021) (county-chamber management agreements for specific services)

Source

Original opinion text

June 29, 2023
Wayne Spell, Executive Director
DeSoto County Regional Utility Authority
365 Losher Street, Suite 310
Hernando, Mississippi 38632
Re:

Utility Authority as a Member of the Chamber of Commerce

Dear Mr. Spell:
The Office of the Attorney General has received your request for an official opinion.

Background
The DeSoto County Regional Utility Authority ("DCRUA") was established and is governed by
Mississippi Local and Private Laws of 1999, Chapter 1039, House Bill 1735 ("Local and Private
Legislation"), which, according to your request, grants the DCRUA broad authority, including the
authority to contract.
Question Presented
Does the DCRUA have the authority to pay membership dues and join local chambers of
commerce?

Brief Response
The DCRUA's Local and Private Legislation does not provide authority for the DCRUA to pay
membership dues and join local chambers of commerce.
Applicable Law and Discussion
As we understand your request, the DCRUA is not looking to the local chambers to provide
specific services beyond those provided to other members of the chamber. See MS AG Op., Perry
(Sept. 30, 2021) (opining that a county can allow a chamber of commerce to manage a county park
pursuant to a lawful management agreement). Thus, this opinion is limited to whether the Local
and Private Legislation authorizes DCRUA to pay membership dues and join the local chambers
of commerce and does not discuss contracts for specific services such as those in the Perry opinion.
Administrative agencies, such as DCRUA, are created by statute and have "only such powers as
are expressly granted to [it] or necessarily implied in [its] grant of authority." Wilkerson v.
Mississippi Emp. Sec. Comm'n, 630 So. 2d 1000, 1001 (Miss. 1994) (internal citations omitted).
The Local and Private Legislation establishing and governing DCRUA does not authorize it to pay
membership dues and join local chambers of commerce.
The authority found in Mississippi Code Annotated Section 17-3-1 for municipalities and counties
to contribute to chambers of commerce does not apply to utility authorities. See MS AG Op.,
Jordan (Oct. 12, 1989) (opining that upon the proper factual finding, Section 17-13-1 allows
counties and municipalities to contribute to chambers of commerce); MS AG Op., Hunt (Aug. 17,
2018) (opining that a municipal utility authority may not rely upon the authority specifically
granted to a municipality to contribute to a chamber of commerce). Also, the Local and Private
Legislation does not provide the DCRUA with the authority to make donations to entities such as
chambers of commerce. Contra MS AG Op., Barton at *2 (Oct. 5, 2020) (opining that a
municipality can donate to a chamber of commerce pursuant to Section 21-91-44). Accordingly,
it is the opinion of this office that the DCRUA does not have the authority to pay membership dues
and join local chambers of commerce or donate funds to such organizations. Additionally, the
general authority to contract, as referenced in your request, fails to provide such authority.
If this office may be of any further assistance to you, please do not hesitate to contact us.
Sincerely,
LYNN FITCH, ATTORNEY GENERAL
By:

/s/ Beebe Garrard
Beebe Garrard
Special Assistant Attorney General