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EXTRACT OF MINUTES OF MEETING CITY COUNCIL OF THE CITY OF MOUNDS VIEW, MINNESOTA Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of Mounds View, Minnesota, was duty called and held at the New Brighton City Hal, Minnesota, on Monday, November 14, 2005. The following members were present: and the following members were absent: Member 'r/~6dN~ f~'~ introduced the following resolution and moved its adoption: Resolution No. 6659 RESOLUTION 6659 CALLING FOR REDEMPTION OF OUTSTANDING GROSS REVENUE GOLF COURSE BONDS, SERIES 1994A, DATED JANUARY 1, 1994 WHEREAS, the City of Mounds View, Minnesota (the "City"} issued its $3,090,000 Gross Revenue Golf Course Bonds, Series 1994A, dated January 1, 1994 (the "Series 1994A Bonds"), of which $2,485,000 in principal amount remains outstanding; and WHEREAS, proceeds of the Series 1994A Bonds were used to finance the acquisition and betterment of the Golf Course (as defined in the Bond Resolution referenced below) located on certain property owned by the City (the "Golf Course Property"); and WHEREAS, the City, the Mounds View Economic Development Authority ("EDA")and Medtronic ,Inc. ("Medtronic"} entered into a Purchase Agreement and Contract for Private Development dated as of August 31, 2005 (the "Contract"}under which the City agreed to transfer title to the Golf Course Property to the EDA, and the EDA agreed to convey the Golf Course Property to Medtronic; and WHEREAS, the closing on cornieyance of the Golf Course Property from the EDA to Medtronic occurred on October 24, 2005; and WHEREAS, after such conveyance the Golf Course Property will be used for the development of certain private improvements by Medtronic in accordance with the Contract; and WHEREAS, in order to ensure that conveyance of the Golf Course Property to Medtronic is not treated as a deliberate action within the meaning of U.S. Treasury Regulation Section 1.141-2(d) of U.S. Treasury Regulations ("the Regulations"), the City expects to satisfy the remedial action requirements under Section 1.141-12 of the Regulations, as further described in this resolution; and WHEREAS, all of the Series 1994A Bonds maturing after January 1, 2004 are subject to redemption and prepayment at the option of the City on January 1, 2004 and on any date thereafter at a price of par, plus accrued interest to the date of redemption, all as provided in the resolution adopted by the City Council of the City of Mounds View, Minnesota on December 13, 1993, authorizing the issuance of the Series 1994A Bonds (the "Bond Resolution"); and • -268626v1 SJB MiJ205-30