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WHEREAS, the Borrower's repayment obligations in respect of the Series 2024A Loan Agreement
<br />will be evidenced by a Promissory Note from the Borrower to the City (the "Promissory Note") and
<br />assigned to the Trustee pursuant to an assignment (the "Assignment of Note"); and
<br />WHEREAS, the Bonds will be issued pursuant to this resolution and the Bonds and the interest on
<br />the Bonds: (i) shall be payable solely from the revenues pledged therefor under the Loan Agreement and
<br />the Indenture and additional sources of revenue provided by or on behalf of the Borrower; (ii) shall not
<br />constitute a debt of the City within the meaning of any constitutional or statutory limitation; (iii) shall not
<br />constitute nor give rise to a pecuniary liability of the City or a charge against its general credit or taxing
<br />powers; (iv) shall not constitute a charge, lien, or encumbrance, legal or equitable, upon any property of the
<br />City other than the City's interest in the Loan Agreement; and (v) shall not constitute a general or moral
<br />obligation of the City; and
<br />WHEREAS, on June 12, 2024, the City Council of the City of Saint Paul, Minnesota ("Saint Paul")
<br />held a public hearing and approved the issuance of the Obligations to finance the Project; and the City
<br />Council has been presented with a form of a Joint Powers Agreement, dated on or after December 1, 2024
<br />(the "Joint Powers Agreement"), to be entered into between Saint Paul and the City pursuant to which Saint
<br />Paul consents to the issuance of the Bonds to finance, in part, the acquisition, rehabilitation, renovation,
<br />construction, and equipping of the Project, all in accordance with Minnesota Statutes, Sections 471.59 and
<br />471.656, as amended, and Section 147(f) of the Code.
<br />NOW, THEREFORE, BE IT RESOLVED by the City Council (the "Council") of the City of
<br />Mounds View, Minnesota (the "City"), as follows:
<br />1. Findings. The City acknowledges, finds, determines, and declares that the issuance of the
<br />Bonds is authorized by the Act and is consistent with the purposes of the Act and that the issuance of the
<br />Bonds, and the other actions of the City under the Indenture, the Loan Agreement, and this resolution
<br />constitute a public purpose and are in the interests of the City. The Project constitutes a "qualified
<br />residential rental project" within the meaning of Section 142(d) of the Code and a "multifamily housing
<br />development" authorized by the Act. The acquisition, rehabilitation, renovation, construction and
<br />equipping of the Project furthers the purposes of the Act. In authorizing the issuance of the Bonds for the
<br />financing of the Project and the related costs, the City's purpose is and the effect thereof will be to promote
<br />the public welfare of the City and its residents by providing or preserving affordable multifamily housing
<br />developments for low or moderate income households and otherwise furthering the purposes and policies
<br />of the Act.
<br />2. Financing Structure. The Borrower has requested that the City issue, sell, and deliver the
<br />Bonds pursuant to the Indenture to be purchased by Colliers Securities LLC, a Delaware limited liability
<br />company (the "Underwriter") pursuant to a Bond Purchase Agreement, dated on or after the date this
<br />resolution is approved (the "Bond Purchase Agreement"), among the Underwriter, the City, and the
<br />Borrower and the proceeds derived from the sale of the Bonds will be loaned by the City to the Borrower
<br />to finance a portion of the cost of the Project pursuant to the terms of the Loan Agreement. Pursuant to the
<br />Loan Agreement the City will loan the proceeds of the Bonds to the Borrower. The payments to be made
<br />by the Borrower under the Loan Agreement are fixed so as to produce revenue sufficient to pay the principal
<br />of, premium, if any, and interest on the Bonds when due. When executed, the right, title and interest of the
<br />City in, to and under, among other things, the Loan Agreement (except as therein provided) will be assigned
<br />to the Trustee pursuant to the Indenture. The Bonds shall bear interest at the rates, shall be numbered, shall
<br />be dated, shall mature, shall be subject to redemption prior to maturity, and shall be in such form and have
<br />such other details and provisions as may be prescribed in the Indenture, as executed in accordance with
<br />Sections 2 and 4. The Trustee is hereby appointed as the Paying Agent and the Bond Registrar for the
<br />Bonds.
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<br />SA130-295-988488.v2
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