HomeMy WebLinkAboutResolution No. 6496 (Bonds San Rafael Plaza)RESOLUTION NO. 649G
A RESOLUTION OF THE SAN RAFAEL CITY COUNCIL
AUTHORIZING THE ISSUANCE, SALE AND DELIVERY
OF CITY OF SAN RAFAEL CERTIFICATE OF DEPOSIT
REVENUE BONDS TO FINANCE THE ACQUISITION AND
CONSTRUCTION BY SAN RAFAEL PLAZA OF AN OFFICE
AND RETAIL BUILDING
WHEREAS, the City Council of the City of San Rafael (the
"City") has, by Ordinance No. 1441, adopted by the Council on
October 4, 1982, enacted the City of San Rafael Economic Develop-
ment Revenue Bond Law (herein called the "Law"), authorizing and
establishing a procedure for the issuance of revenue bonds by the
City for the purpose of providing financing to participating
parties for economic development purposes; and
WHEREAS, the City Council of the City has, by Resolu-
tion No. 6451, adopted on November 15, 1982, preliminarily approved
the issuance of revenue bonds to finance the acquisition and con-
struction by San Rafael Plaza, a California general partnership,
(the "Company") of an office and retail building (the "Project"),
to be located at the southeast corner of Fourth Street and "A"
Street in the City; and
WHEREAS, final approval of the terms of the issuance
and sale of such bonds and various related matters is now sought;
and
WHEREAS, pursuant to Section 103(k) of the Internal
Revenue Code, as amended (the "Code"), the Bonds are required to
be approved by an elected representative of the issuer of the
Bonds, following a public hearing; and
WHEREAS, this City Council is the elected legislative
body of the City of San Rafael; and
WHEREAS, the Project is located wholly within the geo-
graphic jurisdiction of the City of San Rafael; and
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RESOLUTION NO. l )6
WHEREAS, this City Council caused a notice to appear in
the Independent Journal, which is a newspaper of general circula-
tion in the City, on February 8, 1983, to the effect that a public
hearing would be held by this City Council on February 22, 1983,
regarding the issuance of the Bonds and the nature and location of
the Project; and
WHEREAS, this City Council held the said public hearing
on such date, at which time an opportunity was provided to present
arguments both for and against the issuance of the Bonds and the
nature and location of the Project.
NOW, THEREFORE, BE IT RESOLVED by the Council of the
City of San Rafael, as follows:
Section 1. Pursuant to the Law, revenue bonds of the
City, designated "City of San Rafael Certificate of Deposit
Revenue Bonds (San Rafael Plaza Project) 1983 Series A" (the
"Bonds"), in an aggregate principal amount not to exceed $5,000,000
bearing interest at a rate or rates not to exceed 13% per annum,
and maturing not later than 20 years from the date of issuance
thereof, are hereby authorized to be issued.
Section 2. Pursuant to Section 103(k) of the Code, this
City Council hereby approves the issuance of the Bonds to finance
costs of the Project. It is the purpose and intent of this City
Council that this resolution constitute approval of the issuance
of bonds by the applicable elected representative of the issuer in
accordance with said Section 103(k).
Section 3. The proposed form of indenture of trust (the
"Indenture"), between the City and Security Pacific National Bank
(the "Trustee"), presented to this meeting, is hereby approved.
The Mayor or City Manager is hereby authorized and directed, for
and in the name and on behalf of the City, to execute and deliver
the Indenture in substantially said form, with such changes
therein as such officer and the City Attorney may require or
approve, such approval to be conclusively evidenced by the execution
and delivery thereof. The date, maturity dates, interest rate or
rates, interest payment dates, denominations, forms, registration
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RESOLUTION NO. '6 ----
privileges, manner of execution, place or places of payment, terms
of redemption and other terms of the Bonds shall be as provided in
said Indenture, as finally executed, subject to the limitations
set forth in Section 1 above.
Section 4. The proposed form of deposit agreement (the
"Deposit Agreement"), among the City, the Trustee and Centennial
Savings and Loan Association (the "Lender"), presented to this
meeting, is hereby approved. The Mayor or City Manager is hereby
authorized and directed, for and in the name and on behalf of the
City, to execute and deliver the Deposit Agreement in substantially
said form, with such changes therein as such officer and the City
Attorney may require or approve, such approval to be conclusively
evidenced by the execution and delivery thereof.
Section 5. The proposed form of program agreement (the
"Program Agreement"), among the City, the Lender and the Company,
presented to this meeting, is hereby approved. The Mayor or City
Manager is hereby authorized and directed, for and in the name and
on behalf of the City, to execute and deliver the Program Agreement
in substantially said form, with such changes therein as such
officer and the City Attorney may require or approve, such approval
to be conclusively evidenced by the execution and delivery thereof.
Section 6. The proposed form of Official Statement
relating to the Bonds, which was presented to this meeting, is
hereby approved. The Mayor is hereby authorized, for and on
behalf and in the name of the City, to sign an Official Statement
in substantially said form, with such changes therein as such
officer, with the advice of the City Attorney, may approve or
require, such approval to be conclusively evidenced by the execution
and delivery thereof.
Section 7. Newman and Associates, Inc. (the "Under-
writer"), as underwriter of the Bonds, is hereby authorized to
distribute and deliver said Official Statement to purchasers of
the Bonds, and to provide such supplements or amendments thereto
as may be approved or required by the City Attorney. The distri-
bution of said Official Statement in preliminary form is hereby
authorized, approved and ratified.
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RESOLUTION NO. 6496
Section 8. Sale of the Bonds by the City to the
Underwriter, at any time within 180 days after the date of adoption
of this resolution, is hereby approved. The proposed form of bond
purchase contract (the "Purchase Contract"), between the City and
the Underwriter, presented to this meeting, is hereby approved.
The Mayor or City Manager is hereby authorized and directed, for
and in the name and on behalf of the City, to execute and deliver
the Purchase Contract in substantially said form, with such
changes and containing such terms as such officer and the City
Attorney may require or approve, such approval to be conclusively
evidenced by the execution and delivery thereof.
Section 9. Forms of the proposed Indenture, Deposit
Agreement, Program Agreement, Official Statement and Purchase
Contract shall be placed on file in the office of the City Clerk.
Section 10. Bonds in an aggregate principal amount not
to exceed $5,000,000 shall be executed by the manual or facsimile
signature of the Mayor and the seal of the City or a facsimile
thereof shall be affixed or imprinted thereon and attested by the
manual or facsimile signature of the City Clerk.
Section 11. The Bonds, when so executed, shall be
delivered to the Trustee for authentication. The Trustee is
hereby requested and directed to authenticate the Bonds by executing
the Trustee's certificate of authentication appearing thereon, and
to deliver the Bonds, when duly executed and authenticated, to the
Underwriter in accordance with written instructions executed on
behalf of the City by the Mayor or City Manager, which instructions
said officer is hereby authorized and directed, for and in the name
and on behalf of the City, to execute and deliver to the Trustee.
Such instructions shall provide for the delivery of the Bonds to
the Underwriter upon payment of the purchase price thereof, which
shall be not less than 96% of the principal amount of the Bonds,
plus interest accrued from the date thereof to the date of such
purchase.
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RESOLUTION NO. 6496
Section 12. The City Clerk is hereby authorized and
directed to attest the signature of the Mayor and the City Manager
and to affix and attest the seal of the City as may be requested
in connection with the execution and delivery of the Bonds and the
Indenture, Deposit Agreement, Program Agreement, Official Statement
and Purchase Contract in accordance with this resolution.
Section 13. All actions heretofore taken by the officers
and the agents of the City with respect to the sale and issuance
of the Bonds are hereby approved, confirmed and ratified, and the
officers of the City and their authorized deputies are hereby
authorized and directed, jointly and severally, to do any and all
things and to execute and deliver any and all certificates and
other documents which they may deem necessary or advisable in
order to consummate the issuance, sale and delivery of the Bonds
and otherwise to carry out, give effect to and comply with the
terms and intents of this resolution, the Bonds and the Indenture,
Deposit Agreement, Program Agreement, Official Statement and
Purchase Contract.
Section 14. This resolution shall take effect immedi-
ately upon its passage.
I, JEANNE M. LEONCINI, Clerk of the City of San Rafael,
hereby certify that the foregoing resolution was duly and regularly
introduced and adopted at a regular meeting of the Council of said
City on Monday , the 7th day of March , 1983, by the -------
following vote, to wit:
AYES: COUNCILMEMBERS:Breiner, Frugoli, Miskimen & Acting Mayor Jensen
NOES: COUNCILMEMBERS:None
ABSENT: COUNCILMEMBERS:Mayor Mulryan
JE~ LEONCNI,CITy Clerk
26 A/4
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