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• CERTIFICATION OF MINUTES RELATING TO
$335,000 GENERAL OBLIGATION CAPITAL NOTES OF 1990
Issuer: City of Falcon Heights, Minnesota
Governing body: City Council
Kind, date, time and place of meeting: A regular meeting
held on February 14, 1990, at 7:00 o'clock P.M.,
at the City Hall.
Members present: Paul Ciernia, Gerald Wallin and Susan Gehrz and
Mayor Baldwin
Members absent: None. One seat vacant.
Documents attached:
Minutes of said meeting including (pages) 1 through 15:
RESOLUTION NO. R-90-8
RESOLUTION RELATING TO $335,000 GENERAL OBLIGATION
CAPITAL NOTES OF 1990; AWARDING THE SALE, FIXING
THE FORM AND DETAILS, AND PROVIDING FOR THE
EXECUTION AND DELIVERY THEREOF AND LEVYING AD
VALOREM TAXES FOR THE PAYMENT THEREOF
• I, the undersigned, being the duly qualified and
acting recording officer of the public corporation issuing the
obligations referred to in the title of this certificate,
certify that the documents attached hereto, as described above,
have been carefully compared with the original records of the
corporation in my legal custody, from which they have been
transcribed; that the documents are a correct and complete
transcript of the minutes of a meeting of the governing body of
the corporation, and correct and complete copies of all
resolutions and other actions taken and of all documents
approved by the governing body at the meeting, insofar as they
relate to the obligations; and that the meeting was duly held
by the governing body at the time and place and was attended
throughout by the members indicated above, pursuant to call and
notice given as required by law.
WITNESS my hand officially as such recording officer
this 14th day of February, 1990. ~
Signature
Shirley G. Chenoweth. City Clerk
• Name and Title
•
The City Clerk presented affidavits showing
publication in a legal newspaper having a general circulation
in the City and in a daily or weekly periodical published in a
Minnesota city of the first class, which circulates throughout
the state and furnishes financial news as a part of its
service, of notice of sale of $335,000 General Obligation
Capital Notes of 1990, of the City, for which bids were to be
considered at this meeting in accordance with a resolution
adopted by the City Council on January 10, 1990. The
affidavits were ezamined, found to comply with the provisions
of Minnesota Statutes, Chapter 475, and were approved and
ordered placed on file in the office of the City Clerk.
It was reported that 12 sealed bids for the
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purchase of said Bonds had been received from the following
institutions at or before the time stated in the notice, and
the bids were then publicly read and considered, and were all
found to conform to the notice of sale and the terms and
conditions of sale and to be accompanied by the required
security, and the purchase price, interest rates and net
interest cost under the terms of each bid were found to be as
follows:
Interest
Bidder Purchase Price Rates Net Interest Cost
See Bid Tabulation Attached
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BID TABULATION
$335,000 General Obigatlon Capital Notes of 1990
City of Falcon Heights, Ninnesota
SALE: Wednesday, February 14, 1990
AWARD: NORWEST INVESTMENT SERVICES, INC.
t~TING: Moody's "A-1" BBI: 7.20%
COUPON NET INTEREST COST
NAME OF BIDDER RATE YEAR & RATE PRICE
NORWEST INVESTMENT SERVICES, INC. 5.90% 1991 $52,445.00 $333,995.00
Minneapolis, Minnesota 5.95% 1992
6.00% 1993 -1994 6.0982%
DAIN BOSWORTH, INC. 5.75% 1991 $52,467.50 $332,990.00
Minneapolis, Minnesota 5.80% 1992
5.90% 1993 -1994 6.1008%
M~QUETTE BANK MINNEAPOLIS, N.A. 5.90% 1991 $53,031.25 $333,408.75
Minneapolis, Minnesota 5.95% 1992
6.00% 1993 -1994 6.1664%
AMERICAN NATIONAL BANK & TRUST 5.90% 1991 -1992 $53,331.00 $333,024.00
COMPANY OF ST. PAUL 6.00% 1993 -1994
St. Paul, Minnesota 6.2012%
PIPER, JAFFRAY & HOPWOOD, INC. 5.90% 1991 $53,413.50 $333,291.50
Minneapolis, Minnesota 6.00% 1992 -1993
6.05% 1994 6.2108%
ALLISON-WILLIAMS COMPANY 5.90% 1991 $53,547.50 $333,157.50
Minneapolis, Minnesota 6.00% 1992 -1993
6.05% 1994 5.2264%
PARK INVESTMENT CORPORATION 5.80% 1991 $53,625.00 $332,655.00
Minneapolis, Minnesota 5.90% 1992
M.H. Novick & Company, inc. 6.00% 1993 -1994 6.2354%
CRONIN 8~ COMPANY, INC. 5.90% 1991 $53,694.00 $333,191.00
~eapotis, Minnesota 6.00% 1992 -1993
6.10% 1994 6.2434%
~~ 8~ '~. 2950 Norwest Center
90 South Seventh Street
Minneapolis, MN 55402-4100
LEADERS IN PUBLIC FINANCE (612)339-8291 FAX (612)339-0854
$335,000 General Obligation Capital Notes of 1990
City of Falcon Heights, Minnesota
Wednesday, February 14, 1990
Page 2
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NAME OF BIDDER
COUPON NET INTEREST COST
RATE YEAR & RATE PRICE
MILLER & SCHROEDER FINANCIAL, INC
Minneapolis, Minnesota
MOORE, JURAN 8~ COMPANY, INC.
Minneapolis, Minnesota
FBS INVESTMENT SERVICES, INC.
Minneapolis, Minnesota
MILLER, JOHNSON 8~ KUEHN, INC.
Minneapolis, Minnesota
5.90% 1991 $53,821.50 $333,191.00
6.00% 1992
6.05% 1993 6.2583%
6.10% 1994
5.90% 1991 $53,966.25 $332,738.50
6.00% 1992 -1993
6.05% 1994 6.2751
5.90% 1991 -1992 $54,227.50 $332,487.50
6.00% 1993
6.10% 1994 6.3055%
5.90% 1991 $54,485.00 $332,655.0
6.00% 1992
6.10% 1993 -1994 6.3354%
•
Councilmember Ciernia then introduced the
•
following resolution and moved its adoption:
RESOLUTION NO. -90~
RESOLUTION RELATING TO $335,000 GENERAL OBLIGATION
CAPITAL NOTES OF 1990; AWARDING THE SALE, FIXING
THE FORM AND DETAILS, AND PROVIDING FOR THE
EXECUTION AND DELIVERY THEREOF AND LEVYING AD
VALOREM TAXES FOR THE PAYMENT THEREOF
BE IT RESOLVED by the City Council (the Council) of
the City of Falcon Heights, Minnesota (the City), as follows:
Section 1. n„}horization and Sale.
1.01. Au horization. This Council has heretofore
determined that it is necessary and ezpedient for the City to
issue and sell its General Obligation Capital Notes of 1990 in
the principal amount of $335,000, $4,185 of such amount
representing interest as provided in Minnesota Statutes,
Section 475.56, to finance the purchase of public safety
equipment, road construction or maintenance equipment and other
capital equipment having at least a 4-year useful life pursuant
to Minnesota Statutes, Section 412.301. The obligations shall
• be general obligation negotiable securities denominated General
Obligation Capital Notes of 1990, issued in the aggregate
principal amount of $335,000 (the Notes). The principal amount
of the Notes does not ezceed 0.25 percent of the market value
of tazable property in the City.
1.02. Sale. Notice of sale of the Notes has been
duly published and the Council has publicly received, opened
and considered all sealed bids presented in conformity with the
notice. The most favorable of such bids is ascertained to be
that of Norwest Investment Services, Inc. of Minneapolis ,
Minnesota and associates (the Purchaser), to
purchase the. Notes at a price of $ 333.995.00 plus accrued
interest on all Notes to the day of delivery and payment, and
upon the further terms and conditions set forth in this
resolution. It is hereby found and determined that said bid is
reasonable and advantageous to the City, and the sale of the
Notes is hereby awarded to said bidder.
1.03. contract for Sale. The Mayor and City~Clerk
are authorized and directed to endorse an acceptance of both
copies of the bid and to send one copy to the bidder. The City
Clerk is directed to retain the good faith check of said bidder
pending delivery of the Notes and payment therefor, and the
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good faith checks of the other bidders shall be returned to
them forthwith.
1.04. Issuance of Notes. All acts, conditions and
things which are required by the Constitution and laws of the
State of Minnesota to be done, to exist, to happen and to be
performed precedent to and in the valid issuance of the Notes
having been done, existing, having happened and having been
performed, it is now necessary for this Council to establish
the form and terms of the Notes, to provide security therefor
and to issue the Notes forthwith.
Section 2. Form of Notes. The Notes shall be
prepared in substantially the following form:
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[Face of the Notes]
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF RAMSEY
CITY OF FALCON HEIGHTS
GENERAL OBLIGATION CAPITAL NOTE OF 1990
Date of
Rate Maturity Original Issue IP
February 1, 1990
REGISTERED OWNER: SEE REVERSE FOR
CERTAIN DEFINITIONS
PRINCIPAL AMOUNT: DOLLARS
THE CITY OF FALCON HEIGHTS, Ramsey County, Minnesota
(the City), acknowledges itself to be indebted and, for value
received, hereby promises to pay to the registered owner named
above, the principal amount specified above, on the maturity
date specified above, with interest thereon from the date of
original issue specified above, or the most recent interest
payment date to which interest has been paid or duly provided
for, at the annual rate specified above. Interest hereon is
payable on February 1 and August 1 in each year, commencing
August 1, 1990, to the person in whose name this Note is
registered at the close of business on the 15th day (whether or
not a business day) of the immediately preceding month. The
interest hereon and, upon presentation and surrender hereof,
the principal hereof are payable in lawful money of the United
States of America by check or draft of American National Bank
and Trust Company, in St. Paul, Minnesota, as Note Registrar,
Transfer Agent and Paying Agent (the Note Registrar), or its
successor designated under the Resolution described herein.
Additional provisions of this Note are contained on
the reverse hereof and such provisions shall for all purposes
have the same effect as though fully set forth hereon.
•
. This Note shall not be valid or become obligatory for
any purpose or be entitled to any security or benefit under the
Resolution until the Certificate of Authentication hereon shall
have been ezecuted by the Note Registrar by manual signature of
a person authorized to sign on its behalf.
IN WITNESS WHEREOF, the City of Falcon Heights, Ramsey
County, State of Minnesota, by its City Council, has caused
this Note to be ezecuted by the facsimile signatures of the
Mayor and the City Clerk and by a printed facsimile of the
official seal of the City and has caused this Note to be dated
as of the date set forth below.
Date of Authentication:
(Facsimile Signature) (Facsimile Signature)
City Clerk Mayor
(Facsimile Seal)
CERTIFICATE OF AUTHENTICATION
• This is one of the Notes delivered pursuant to the
Resolution mentioned within.
AMERICAN NATIONAL BANK AND TRUST
COMPANY, as Note Registrar
By
Authorized Representative
[Reverse of the Notes]
This Note is one of an issue in the aggregate
principal amount of $335,000 (the Notes), issued pursuant to a
resolution adopted by the City Council on February 14, 1990
(the Resolution) to finance the purchase of public safety
equipment, road construction or maintenance equipment and other
capital equipment by the City, and is issued pursuant to and in
full conformity with the provisions of the Constitution and
laws of the State of Minnesota thereunto enabling, including
Minnesota Statutes, Section 412.301 and Chapter 475. For the
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• full and prompt payment of the principal and interest on the
Notes as the same become due, the full faith, credit and taxing
power of ,the City have been and are irrevocably pledged. The
Notes are issuable only as fully registered certificates, in
denominations~of X5,000 or any multiple thereof, of single
maturities. The Notes are payable on their respective stated
maturity dates without option of prior payment.
The Notes have been designated by the City as
"qualified taz-ezempt obligations" pursuant to Section 265(b)
of the Internal Revenue Code of 1986, as amended.
As provided in the Resolution and subject to certain
limitations set forth therein, this Note is transferable upon
the books of the City at the principal office of the Note
Registrar, by the registered owner hereof in person or by his
attorney duly authorized in writing upon surrender hereof
together with a written instrument of transfer satisfactory to
the Note Registrar, duly executed by the registered owner or
his attorney; and may also be surrendered in ezchange for Notes
of other authorized denominations. Upon such transfer or
ezchange, the City will cause a new Note or Notes to be issued
in the name of the transferee or registered owner, of the same
aggregate principal amount, bearing interest at the same rate
and maturing on the same date, subject to reimbursement for any
taz, fee or governmental charge required to be paid with
respect to such transfer or ezchange.
The City and the Note Registrar may deem and treat the
person in whose name this Note is registered as the absolute
owner hereof, whether this Note is overdue or not, for the
purpose of receiving payment and for all other purposes, and
neither the City nor the Note Registrar shall be affected by
any notice to the contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED
that all acts, conditions and things required by the
Constitution and laws of the State of Minnesota to be done, to
exist, to happen and to be performed precedent to and in the
issuance of this Note in order to make it a valid and binding
general obligation of the City according to its terms have been
done, do ezist, have happened and have been performed in
regular and due form as so required; that prior to the issuance
hereof, the City has levied ad valorem tazes upon all tazable
property within the City collectible in the years and amounts
required to produce sums not less than five percent in excess
of the principal of and interest on the Notes as such principal
and interest respectively become due, and has appropriated the
same to the sinking fund in the manner specified in Minnesota
Statutes, Section 475.61; that, in the event of any accumulated
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• or anticipated deficiency in the sinking fund, additional ad
valorem taws are required by law to be levied upon all taxable
property in the City without limitation as to rate or amount;
and that the issuance of this Note does not cause the
indebtedness of the City to exceed any constitutional or
statutory limitation.
[A copy of the opinion of Bond Counsel shall be
printed on the Notes, below which the following certificate
shall appear.)
We certify that the above is a full, true and correct
copy of the legal opinion rendered by Bond Counsel on the issue
of Notes of the City of Falcon Heights, Minnesota, which
includes the within Note, dated as of the date of delivery of
and payment for the Notes.
(Facsimile Signature)
City Clerk
(Facsimile Signature)
Mayor
The following abbreviations, when used in the
inscription on the face of this Note, shall be construed as
• though they were written out in full according to the
applicable laws or regulations:
TEN COM -- as tenants UNIF TRANS MIN ACT.....Custodian.....
in common (Gust) (Minor)
TEN ENT -- as tenants
by the entireties
JT TEN -- as joint tenants
with right of
survivorship and
not as tenants in
common
under Uniform Transfers
to Minors
ACt ......................
(State)
Additional abbreviations may also be used.
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•
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells,
assigns and transfers unto
the within Note and all rights thereunder, and hereby
irrevocably constitutes and appoints
attorney to transfer the within Note on the books kept for
registration thereof, with full power of substitution in the
premises.
Dated:
PLEASE INSERT-SOCIAL SECURITY
OR OTHER IDENTIFYING NUMBER
OF ASSIGNEE:
NOTICE: The signature to this
assignment must correspond with
the name as it appears upon the
face of the within Note in
~ / every particular, without
alteration or enlargement or any
change whatsoever.
Signature(s) must be guaranteed by a commercial bank
or trust company or by a brokerage firm having a membership in
one of the major stock exchanges.
• Section 3. Terms. Execution and Delivery.
3.01. Maturities, Interact Rates Denomina ir+.+c
Payment. Dating of Notes. The City shall forthwith issue and
deliver the Notes, which shall be denominated "General
Obligation Capital Notes of 1990" and shall be payable
primarily from the Sinking Fund created in Section 4.01
hereof. The Notes shall be dated initially as of February 1,
1990, shall be issuable in the denomination of $5,000 each or
any integral multiple thereof, shall mature on February 1 in
the years and amounts set forth below, and Notes maturing in
such years and amounts shall bear interest from date of issue
until paid at the rates per annum shown opposite such years and
amounts as follows:
~~
1991 Amount
$75, 000 Rate
5.90 $
1992 85, 000 5.95%
1993 85, 000 6.00%
1994 90, 000 6.00%
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The Notes shall be issuable only in fully registered
• form of single maturities. The interest thereon and, upon
surrender of each Note at the principal office of the Registrar
described herein, the principal amount thereof, shall be
payable by check or draft issued by the Registrar. Each Note
shall be dated by the Registrar as of the date of authentication
3.02. Interest
shall be payable on Febru
commencing August 1, 1990
of record as of the close
the immediately preceding
business day.
P~'yment Dates. Interest on the Notes
ary 1 and August 1 in each year,
to the owners thereof as such appear
of business on the fifteenth day of
month, whether or not such day is a
3.03. Registration. The City shall appoint, and
shall maintain, a bond registrar, transfer agent and paying
agent (the Registrar). The effect of registration and the
rights and duties of the City and the Registrar with respect
thereto shall be as follows:
(a) Register. The Registrar shall keep at its
principal corporate trust office a bond register in which
the Registrar shall provide for the registration of
ownership of Notes and the registration of transfers and
e:changes of Notes entitled to be registered, transferred
or exchanged.
• (b) Transfer of Notes. Upon surrender to the
Registrar for transfer of any Note duly endorsed by the
registered owner thereof or accompanied by a written
instrument of transfer, in form satisfactory to the
Registrar, duly executed by the registered owner thereof or
by an attorney duly authorized by the registered owner in
writing, the Registrar shall authenticate and deliver, in
the name of the designated transferee or transferees, one
or more new Notes of alike aggregate principal amount and
maturity, as requested by the transferor. The Registrar
may, however, close the books for registration of any
transfer after the fifteenth day of the month preceding
each interest payment date and until such interest payment
date.
(c) Exchange of Notes. Whenever any Note is
surrendered by the registered owner for exchange, the
Registrar shall authenticate and deliver one or more new
Notes of a like aggregate principal amount and maturity, as
requested by the registered owner or the owner's attorney
duly authorized in writing.
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• (d) Cancellation. All Notes surrendered upon any
transfer or ezchange shall be promptly cancelled by the
Registrar and thereafter disposed of as directed by the
City.
(e) Improper or Unauthorized Transfer. When any Note
is presented to the Registrar for transfer, the Registrar
may refuse to transfer the same until it is satisfied that
the endorsement on such Note or separate instrument of
transfer is legally authorized. The Registrar shall incur
no liability for its refusal, in good faith, to make
transfers which it, in its judgment, deems improper or
unauthorized.
(f) Persons Deemed Owners. The City and the
Registrar may treat the person in whose name any Note is at
any time registered in the bond register as the absolute
owner of such Note, whether such Note shall be overdue or
not, for the purpose of receiving payment of, or on account
of, the principal of and interest on such Note and for all
other purposes, and all such payments so made to any such
registered owner or upon the owner's order shall be valid
and effectual to satisfy and discharge the liability of the
City upon such Note to the eztent of the sum or sums so
paid.
• (g) Taaes. Fees and Charges. For every transfer or
ezchange of Notes, the Registrar may impose a charge upon
the owner thereof sufficient to reimburse the Registrar for
any taa, fee or other governmental charge required to be
paid with respect to such transfer or ezchange.
(h) Mu}elated, Lost, Stolen or Destroyed Notes In
case any Note shall become mutilated or be lost, stolen or
destroyed,~the Registrar shall deliver a new Note of like
amount, number, maturity date and tenor in ezchange and
substitution for and upon cancellation of any such
mutilated Note or in lieu of and in substitution for any
such Note lost, stolen or destroyed, upon the payment of
the reasonable ezpenses and charges of the Registrar in
connection therewith; and, in the case of a Note lost,
stolen or destroyed, upon filing with the Registrar of
evidence satisfactory to it that such Note was lost, stolen
or destroyed, and of the ownership thereof, and upon
furnishing to the Registrar of an appropriate bond or
indemnity in form, substance and amount satisfactory to it,
in which both the City and the Registrar shall be named as
obligees. All Notes so surrendered to the Registrar shall
be cancelled by it and evidence of such cancellation shall
be given to the City. If the mutilated, lost, stolen or
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. destroyed Note has already matured or been called for
redemption in accordance with its terms, it shall not be
necessary to issue a new Note prior to payment.
(i) Authenticatina Agent. The Registrar is hereby
designated the authenticating agent for the Notes, within
the meaning of Minnesota Statutes, Section 475.55,
subdivision 1.
3.04. B.Poointment of Initial Registrar. The City
hereby appoints .American National Bank and Trust Comnpany, as
the initial Registrar. The Mayor and the City Clerk are
authorized to execute and deliver, on behalf of the City, a
contract with American National Bank and Trust Company, as
Registrar. Upon merger or consolidation of the Registrar with
another corporation, if the resulting corporation is a bank or
trust company authorized by law to conduct such business, such
corporation shall be authorized to act as successor Registrar.
The City agrees to pay the reasonable and customary charges of
the Registrar for the services performed. The City reserves
the right to remove any Registrar upon thirty (30) days' notice
and upon the appointment of a successor Registrar, in which
event the predecessor Registrar shall deliver all cash and
Notes in its possession to the successor Registrar and shall
deliver the bond register to the successor .Registrar. On or
• before each principal or interest due date, without further
order of this Council, the City Clerk shall transmit to the
Registrar, from the Sinking Fund described in Section 4.01
hereof, moneys sufficient for the payment of all principal and
interest then due.
3.05. Redemption. The Notes are not subject to
redemption prior to maturity.
3.06. Preparation and Delivery. The Notes shall be
prepared under the direction of the City Clerk and shall be
executed on behalf of the City by the signatures of the Mayor
and the City Clerk, and shall be sealed with the official
corporate seal of the City; provided that said signatures and
the corporate seal may be printed, engraved, or lithographed
facsimiles thereof. In case any officer whose signature, or a
facsimile of whose signature, shall appear on the Notes shall
cease to be such officer before the delivery of any Note, such
signature or facsimile shall nevertheless be valid and
sufficient for all purposes, the same as if such officer had
remained in office until delivery. Notwithstanding such
execution, no Note shall be valid or obligatory for any purpose
or entitled to any security or benefit under this resolution
unless and until a certificate of authentication on such Note
has been duly executed by the manual signature of an authorized
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representative of the Registrar. Notes of authentication on
different Notes need not be signed by the same representative.
The executed certificate of authentication on each Note shall
be conclusive evidence that it has been authenticated and
delivered under this resolution. When the Notes have been so
ezecuted and authenticated, they shall be delivered by the City
Clerk to the Purchaser upon payment of the purchase price in
accordance with the contract of sale heretofore made and
ezecuted, and the Purchaser shall not be obligated to see to
the application of the purchase price.
Section 4. Security Provisions.
4.01. ~kl,II.q Fund. So long as any of the Notes are
outstanding and any principal thereof or interest thereon
unpaid, the City Clerk shall maintain a separate and special
bookkeeping account designated as the "1990 Capital Notes
Sinking Fund" (the Sinking Fund) to be used for no purpose
other than the payment of the principal of and interest on the
Notes and on such other capital notes of the City as have been
or may be directed to be paid therefrom. The City irrevocably
appropriates to the Sinking Fund (a) any tazes levied in
accordance with this resolution, and (b) such other moneys as
shall be received and appropriated to the Sinking Fund from
time to time. If the balance in the Sinking Fund is at any
time insufficient to pay all interest and principal then due on
• all bonds payable therefrom, the payment shall be made from any
fund of the City which is available for that purpose, subject
to reimbursement from the Sinking Fund when the balance therein
is sufficient.
4.02. Full Faith and Credit. For the prompt and full
payment of the principal of and interest on the Notes as the
same respectively become due, the full faith, credit and tazinq
powers of the City shall be and are hereby irrevocably
pledged. To provide money to pay the interest coming due on
the Notes on August 1, 1990 and February 1, 1991, and the
principal coming due on the Notes on February 1, 1991, the City
in 1989 levied upon all taxable property in the City, a direct,
general, ad valorem tax in the amount of $ 99800.00 collectible
in 1990. To provide moneys for the payment of principal and
interest on the Notes coming due after February 1, 1991, there
is hereby levied upon all of the tazable property in the City,
a direct, general, ad valorem tax which shall be spread upon
the taz rolls collectible in the years and in the amounts as
follows, together with and as a part of other general tazes of
the City:
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• Levy Collection
Year Year Amount
1990 1991 $ 105,600
1991 1992 100,300
1992 1993 100,200
The foregoing taz levies are such that if collected in full
they will produce amounts at least 5$ in ezcess of the sums
needed to pay when due the principal of and interest on the
Notes. Said taz shall be irrepealable as long as any of the
Notes are outstanding and unpaid; provided, that the City
reserves the right and power to reduce the levies in the manner
and to the eztent permitted by Minnesota Statutes, Section
475.61. If the money on hand in the Sinking Fund should at any
time be insufficient to pay principal and interest due on the
Notes, such amounts shall be paid from any other fund of the
City and such other fund shall be reimbursed from the proceeds
of all tazes levied pursuant to this resolution and all other
moneys received for or appropriated to the payment of the Notes
and interest thereon.
Section 5. County Auditor. Certification of
Proceedings. Investment. of Moneys and Arbitrage.
5.01. County Auditor Registration. The City Clerk is
• hereby authorized and directed to file a certified copy of this
resolution with the County Auditor of Ramsey County, together
with such other information as the County Auditor shall
require, and to obtain from said County Auditor a certificate
that the Notes have been entered on his bond register and the
tazes described in Section 4.02 hereof have been levied as
required by law.
5.02. Certification of Proceedings. The officers of
the City and the County Auditor of Ramsey County are hereby
authorized and directed to prepare and furnish to the purchaser
of the Notes and to Dorsey & Whitney, Hond Counsel, certified
copies of all proceedings and records of the City, and such
other affidavits, certificates and information as may be
required to show the facts relating to the legality and
marketability of the Notes as the same appear-from the books
and records under their custody and control or as otherwise
known to them, and all such certified copies, certificates and
affidavits, including any heretofore furnished, shall be deemed
representations of the City as to the facts recited therein.
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5.03. Taa Covenant. The City covenants and agrees
• with the holders from time to time of the Notes that it will
not take or permit to be taken by any of its officers,
employees or agents any action which would cause the interest
on the Notes to become subject to taxation under the Internal
Revenue Code of 1986, as amended (the Code), and the Treasury
Regulations promulgated thereunder (the Regulations), and
covenants to take any and all actions within its powers to
ensure that the interest on the Notes will not become subject
to tazation under the Code and the Regulations.
5.04 Exemption from Rebate Recuirement. For purposes
of complying with the requirements of Section 148(f)(4)(C) of
the Code relating to the exemption of certain small
governmental units from the rebate requirements of the Code,
the City represents that:
(i) the City is a governmental unit with general tazing
powers;
(ii) the Notes are not "private activity bonds" as
defined in Section 141 of the Code (Private
Activity Bonds);
(iii) ninety-five percent of the net proceeds of the
Notes are to be used for the local governmental
purposes of the City; and
• (iv) the aggregate face amount of all tax-exempt bonds
(other than Private Activity Bonds) issued by the
City in 1990 is not reasonably expected to exceed
$5,000,000.
Section 5.05. Interest Disallowance. The City hereby
designates the Bonds as "qualified tax-exempt obligations" for
purpose of Section 265(b) of the Code relating to the
disallowance of interest ezpenses for financial institutions.
The City represents that in calendar year 1990 it does not
reasonably expect to issue tax-exempt obligations which are not
private activity bonds (not treating qualified 501(c)(3) bonds
under Section 145 of the Code as private activity bonds for
purposes of this representation) in an amount in ezcess of
$10,000,000.
5.06. arbitrage Certification. The Mayor and City
Clerk, being the officers of the City charged with the
responsibility for issuing the Notes pursuant to this
resolution, are authorized and directed to ezecute and deliver
to the Purchaser a certificate in accordance with the
provisions of Section 148 of the Code, and Sections 1.103-13,
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• 1.103-14 and 1.103-15 of the Regulations, stating the facts,
estimates and circumstances in ezistence on the date of issue
and delivery of the Notes which make it reasonable to expect
that the proceeds of the Notes will not be used in a manner
that would cause the Notes to be arbitrage bonds within the
meaning of the Code and Regulations.
•
Section 6. Official Statement. The Official
Statement relating to the Notes, dated February 6, 1990,
prepared and distributed on behalf of the City by Ehlers and
Associates, Inc. is hereby approved. The officers of the City
are hereby authorized and directed to execute such certificates
as may be appropriate concerning the accuracy, completeness and
sufficiency of the Official Statement.
Section 7. Authorization of Receipt of Note Proceeds
and Payment of .Certain Costs of Issuance of t~e!lvote. The
Registrar is hereby authorized and directed, on the date of
issuance and delivery of the Notes, to receive the Note
proceeds and to pay from such proceeds the fees and ezpenses of
the following persons in the following amounts incurred in
connection with the issuance of the Notes upon receipt by the
Registrar of a statement therefor:
Service
Performed Amount
Ehlers and Associates, Inc.
Minneapolis, Minnesota
Moody's Investors
Service, Inc.
New York, New York
Financial
Consultant $5,960
Rating of Bonds 2,234
American National Bank Registrar and
and Trust Company Paying Agent 550
Saint Paul, Minnesota
The claims of the above persons in the amounts set forth
opposite the names of such persons are hereby approved and no
further action of this Council shall be necessary in connection
with the payment of such fees and ezpenses of issuance of the
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Notes. The Registrar shall transfer the remaining Note
proceeds to or at the direction of the City.
r
Attest:
Cit Clerk
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Mayor
The motion for the adoption of the foregoing
•
•
resolution was duly seconded by Councilmember Wallin
and upon vote being taken thereon, the following voted in favor
thereof: Baldwin, Ciernia, Gehrz and Wallin
and the following voted against the same: None. One seat vacant.
whereupon said resolution was declared duly passed and adopted,
and was signed by the Mayor, whose signature was attested by
the City Clerk.
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