HomeMy WebLinkAboutCC Resolution 12962 (Sell Pension Obligation Bonds)RESOLUTION NO. 12962
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN
RAFAEL AUTHORIZING THE SALE OF PENSION OBLIGATION
BONDS TO REFINANCE OUTSTANDING OBLIGATIONS OF
THE CITY TO THE MARIN COUNTY EMPLOYEES'
RETIREMENT ASSOCIATION, APPROVING THE FINAL FORM
OF RELATED FINANCING DOCUMENTS AND APPROVING
OFFICIAL ACTIONS
WHEREAS, the City of San Rafael (the "City") adopted Resolution No. 5294 on
May 2, 1977, approving an agreement (as further defined herein, the "MCERA
Agreement") with the Marin County Employees' Retirement Association ("MCERA")
established by the County of Marin pursuant to the County Employees Retirement Law,
commencing with Section 31450 of the Government Code of the State of California, as
amended, whereby the employees of the City have been accepted as members of
MCERA;
WHEREAS, pursuant to the MCERA Agreement, the City is obligated to make
certain payments (including normal costs for the current year) to MCERA in order to
fund retirement benefits for such employees; and
WHEREAS, the City has not, at this time, fully funded on an actuarial basis, the
cost of retirement of its employees that are members of MCERA and has unfunded
obligations as a result (the "MCERA Obligations");
WHEREAS, the City is authorized under the provisions of Articles 10 and 11 of
Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code,
commencing with Section 53570 of said Code (the "Bond Law"), to issue its bonds for
the purpose of refunding certain outstanding obligations of the City, including the
MCERA Obligations; and
WHEREAS, on March 1, 2010, the City Council adopted its resolution (the
"Authorizing Resolution") authorizing the filing of a validation action and the issuance of
bonds under the Bond Law (the "Bonds"), to be payable from the General Fund of the
City, the proceeds of which will be applied to pay the MCERA Obligations, thereby
refunding the MCERA Obligations; and
WHEREAS, the issuance of the Bonds has been validated by judgment of the
Marin County Superior Court;
WHEREAS, the City desires to deposit the amounts it would otherwise be paying
to MCERA for its normal cost out of its own funds in a special fund to be held by the City
to fund expected pension cost increases; and
WHEREAS, in accordance with Section 4 of the Authorizing Resolution the City
Council wishes at this time to approve the final form of the documents relating to the
issuance and sale of the Bonds, and to approve official actions relating to the closing of
the Bonds.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of San
Rafael as follows:
Section 1. Approval of Bond Indenture. The City Council hereby approves
the issuance of a series of the Bonds under the Authorizing Resolution and the Bond
Law in the aggregate principal amount of not -to -exceed $5,000,000 (the "Bonds"). The
City Council hereby approves the Indenture of Trust between the City and Union Bank,
N.A., as trustee, prescribing the terms and provisions of the 2010 Bonds, in substantially
the form on file with the City Clerk together with any additions thereto or changes therein
deemed necessary or advisable by the City Manager or the Assistant City Manager
(each, an "Authorized Officer"). An Authorized Officer is hereby authorized and directed
to execute, and the City Clerk is hereby authorized and directed to attest to, the final
form of the Indenture of Trust for and in the name and on behalf of the City. The City
Council hereby authorizes the delivery and performance of the Indenture of Trust.
Section 2. Sale of 2010 Bonds. The City Council hereby authorizes the sale of
the 2010 Bonds to E.J. De La Rosa, as underwriter (the "Underwriter") under the Bond
Purchase Agreement in substantially the form on file with the City Clerk together with
any additions thereto or changes therein approved by an Authorized Officer, whose
execution thereof shall be conclusive evidence of such approval. The City Council
hereby delegates to an Authorized Officer the authority to accept an offer from the
Underwriter to purchase the 2010 Bonds and to execute the Bond Purchase Agreement
for and in the name and on behalf of the City. The amount of Underwriter's discount
shall not exceed 1.20% of the par amount of the 2010 Bonds, the weighted average rate
of interest on the 2010 Bonds shall not exceed 7.00% per annum, and the 2010 Bonds
shall have a maturity date of not later than July 1, 2025. An Authorized Officer is hereby
authorized and directed to execute the final form of the Bond Purchase Agreement for
and in the name and on behalf of the City. The City Council hereby authorizes the
delivery and performance of the Bond Purchase Agreement.
Section 3. Official Statement. The City Council hereby approves the
Preliminary Official Statement describing the 2010 Bonds in substantially the form on file
with the City Clerk. An Authorized Officer is hereby authorized to approve any additions
to or changes in such Preliminary Official Statement, to deem the resulting Preliminary
Official Statement nearly final within the meaning of Rule 15c2-12 of the Securities
Exchange Act of 1934 and to execute an appropriate certificate stating such Authorized
Officer's determination that the Preliminary Official Statement has been deemed nearly
final within the meaning of such Rule. Distribution of the Preliminary Official Statement
by the Underwriter is hereby approved. An Authorized Officer is hereby authorized and
directed to approve any changes in or additions to the Final Official Statement, and the
execution thereof by an Authorized Officer shall be conclusive evidence of approval of
any such changes and additions. The City Council hereby authorizes the distribution of
the Final Official Statement by the Underwriter. The Final Official Statement shall be
executed in the name and on behalf of the City by an Authorized Officer.
Section 4. Taxable Status of the 2010 Bonds. The City Council hereby
determines that interest payable on the 2010 Bonds will be subject to federal income
taxation, and that the provisions of Section 5900 et seq. of the California Government
Code (the "Taxable Bond Act") apply to the 2010 Bonds. The City may take any action
and exercise any power permitted to be taken by it under the Taxable Bond Act in
connection with the issuance and sale of the 2010 Bonds.
Section 5. Engagement of Bond and Disclosure Counsel and Financial
Advisor. In connection with the issuance and sale of the Bonds, the City hereby
engages the services of Jones Hall, A Professional Law Corporation, to serve as Bond
and Disclosure Counsel to the City and Northcross, Hill & Ach, Inc. Such engagements
shall be upon the terms and conditions set forth in the form of agreement on file with the
City Clerk, which are hereby approved. The City Manager is authorized and directed to
execute said agreements on behalf of the City. As provided in said agreements,
compensation for such services shall be contingent upon the successful issuance and
sale of the Bonds.
Section 6. Official Actions. The Mayor, the City Manager, the Assistant City
Manager, the City Clerk and any and all other officers of the City are hereby authorized
and directed, for and in the name and on behalf of the City, to do any and all things and
take any and all actions, including execution and delivery of any and all assignments,
certificates, requisitions, agreements, notices, consents, instruments of conveyance and
other documents, which they, or any of them, may deem necessary or advisable in order
to consummate the lawful issuance, sale and delivery of the 2010 Bonds and the
consummation of the transactions approved herein. Whenever in this Resolution any
officer of the City is directed to execute or countersign any document or take any action,
such execution, countersigning or action may be taken on behalf of such officer by any
person designated by such officer to act on his or her behalf in the case such officer is
absent or unavailable.
Section 7. Establishment of Retirement System Fund. The City Council
hereby directs the City Manager to establish or cause to be established a special fund
to be held by the City to be called the "Retirement System Fund", into which the City
shall deposit, from funds of the City, an amount equal to the amount of the proceeds of
the Bonds used to pay the MCERA Obligations. Amounts on deposit in the Retirement
System Fund shall be used to pay expected pension cost increases of the City.
Section 8. Effective Date. This Resolution shall take effect from and after the
date of its passage and adoption.
I, ESTHER C. BEIRNE, 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 the City of San Rafael held on the 17th day of May, 2010, by the
following vote, to wit:
AYES: COUNCILMEMBERS: Brockbank, Connolly, Heller, Levine & Mayor Boro
NOES: COUNCILMEMBERS: None
ABSENT: COUNCILMEMBERS: None
ESTHER C. BEIRNE, City Clerk
IN