HomeMy WebLinkAbout90-133 CERTIFICATION OF MINUTES RELATING TO
. $535,000 GENERAL OBLIGATION
MIJNICII'AL BUILDING REFUNDING BONDS, SERIES 19900
Issuer: City of Lakeville, Minnesota
Governing Body: City Council
Kind, date, time and place of meeting: A regular meeting held Monday,
November 5, 1990 at 7:00 o'clock p.m., at the: City Hall, Lakeville, Minnesota.
Members present: Zaun, Harvey, Mulvihill, Ruhmann, Sindt
Members absent: None
Documents Attached:
Minutes of said meeting (including):
RESOLUTION N0.90- 133
RESOLUTION AUTHORIZING ISSUANCE, AWARDING
SALE, PRESCRIBING THE FORM AND DETAILS AND
PROVIDING FOR THE PAYMENT OF $535,000 GENERAL
OBLIGATION MUNICIl'AL BUILDING REFUNDING BONDS,
SERIES 19900
I, the undersigned, being the duly qualified and acting recording officer
of the public corporation issuing the bonds 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 said rnrporation in my legal custody, from
which they have been transcribed; that said documents are a rnrrect and complete
.transcript of the minutes of a meeting of the governing body of said corporation,
and correct and complete copies of all resolutions and other actions taken and of all
documents approved by the governing body at said meeting, so far as they relate to
said bonds; and that said 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 of such meeting given as required by law.
WITNESS my hand officially as such recording officer this 5th day of
November, 1990.
City Clerk
x
The Clerk presented to the City Council affidavits showing publication
in the official newspaper of the City and in Northwestern Financial Review of a
Notice of Sale of $535,000 General Obligation Municipal Building Refunding Bonds,
Series 1990C of the City for which bids were to be considered at this meeting in
accordance with the resolution adopted by the Council on October 1, 1990. The
affidavits were examined, found satisfactory and directed to be placed on file in the
office of the Clerk.
It was reported that 4 sealed bids had been received prior to the
time stated in the Notice of Sale. The bids having been opened and tabulated, as
provided on the Notice of Sale, were all found to conform to the Notice of Sale and
the Official Terms of Offering and the purchase price, interest rates and net interest
cost under the terms of each bid were found to be as follows:
Interest Total Interest Cost
Name of Bidder Purchase Price Rates And Net Average Rate
(See attached)
SPRINGSTED
PUBLIC FINANCE ADVISORS
500
Elm Grove Road 85 East Seventh Place 135 North Pennsylvania Street
Suite 101, P.O. Box 37 Suite 100 Suite 2015
Elm Grove, WI 53122 -0037 Saint Paul, MN 55101 -2143 Indianapolis, IN 46204 -2498
(414) 782 -8222 (612) 223 -3000 (317) 684 -6000
Fax: (414) 782 -2904 Fax: (612) 223 -3002 Fax: (317)684 -6004
2739 Second Avenue S.E. 512 Nicollet Mall 6800 College Boulevard
Cedar Rapids, IA 52403 -1434 Suite 550 Suite 600
(319) 363 -2221 Minneapolis, MN 55402 -1017 Overland Park, KS 66211
Fax: (319) 363 -6999 (612) 333 -9177 (913) 345 -8062
Fax: (612) 333 -2363 Fax: (913) 345 -1770
$535,000
CITY OF LAKEVILLE, MINNESOTA
GENERAL OBLIGATION MUNICIPAL BUILDING REFUNDING BONDS, SERIES I 990
AWARD: FBS INVESTMENT SERVICES, INC.
SALE: November 5, 1990 Moody's Rating: A
Interest Net interest
Bidder Rates Price Cost Rate
FBS INVESTMENT SERVICES, INC. 5.80% 1992 $531,148.00 $150,070.75
5.90% 1993 (6.2955
6.00% 1994
6.05% 1995
6.10% 1996
6.20% 1997
6.30% 1998
CRONIN COMPANY, INCORPORATED 5.90% 1992 $529,650.00 $153,378.75
MILLER, JOHNSON KUEHN, INC. 6.00% 1993 (6.4343
DAIN BOSWORTH INCORPORATED 6.10% 1994
John G. Kinnard Company Incorporated 6.15% 1995
6.20% 1996
6.25% 1997
6.35% 1998
ALLISON- WILLIAMS COMPANY 5.90% 1992 $529,650.00 $153,660.63
PIPER, JAFFRAY HOPWOOD 6.00% 1993 (6.446172
INCORPORATED 6.05% 1994
MOORE, JURAN AND COMPANY, 6.10% 1995
INCORPORATED 6.20% 1996
6.30% 1997
6.40% 1998
(Continued)
Interest Net Interest
Bidder Rates Price Cost Rate
DEAN WITTER REYNOLDS INCORPORATED 5.90% 1992 $530,185.00 $154,079.38
LEHMAN BROTHERS CAPITAL MARKETS 6.00% 1993 (6.4637
PRUDENTIAL -BACHE CAPITAL FUNDING 6.05% 1994
SMITH BARNEY, HARRIS UPHAM 6.15% 1995
COMPANY INCORPORATED 6.25% 1996
6.35% 1997
6.45% 1998
These Bonds are being reoffered at par.
BBI: -7.43
Average Maturity: 4.46 Years
Member Harvey then introduced the followin g resolution
and moved its adoption:
RESOLUTION NO. 90 133
RESOLUTION AUTHORIZING ISSUANCE, AWARDING
SALE, PRESCRIBING THE FORM AND DETAILS AND
PROVIDING FOR THE PAYMENT OF $535,000 GENERAL
OBLIGATION MUNICIPAL BUILDING REFUNDING BONDS,
SERIES 1990C
BE IT RESOLVED by the City Council of the City of Lakeville,
Minnesota (the Issuer), as follows:
Section 1. Authorization and Sale
(a) This Council, by Resolution No. 90-123 adopted October 1, 1990,
authorized the issuance and public sale of $535,000 General Obligation Municipal
Building Refunding Bonds, Series 1990C (the Bonds), of the Issuer to refund, on
February 1, 1991, together with funds on hand, the Issuer's outstanding 1992
through 1998 maturities of the $795,000 General Obligation Municipal Building
Bonds of 1983, dated June 1, 1983 (the Refunded Bonds).
(b) Notice of Sale has been duly published. Pursuant to the Official
Terms of Offering and the Notice of Sale, 4 sealed bids for the purchase of the
Bonds were received at or before the time specified for receipt of bids. The bids have
been opened, publicly read and considered and the purchase price, interest rates and
net interest cost under the terms of each bid have been determined. The most
favorable bid received is that of FsS Investment services, Inc.
of Minneapolis Minnesota and associates (the
Purchaser), to purchase the Bonds at a price of 531,148 plus accrued interest
on all Bonds to the day of delivery and payment, on the further terms and
conditions hereinafter set forth.
(c) The sale of the Bonds is hereby awarded to the Purchaser and the
Mayor and Clerk are hereby authorized and directed on behalf of the Issuer to
execute a contract for the sale of the Bonds in accordance with the terms of the bid.
The good faith check of the Purchaser shall be retained and deposited by the Issuer
until the Bonds have been delivered and shall be deducted from the purchase price
paid at settlement. The good faith checks of other bidders shall be returned to them
forthwith.
Section 2. Bond Terms; Registration; Execution and Deli very
2.01. Issuance of Bonds 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 Bonds
having been done, existing, having happened and having been performed, it is now
necessary for the City Council to establish the form and terms of the Bonds, to
provide security therefor and to issue the Bonds forthwith.
2.02. Maturities; Interest Rates; Denominations and Payment The
Bonds shall be originally dated as of November 1, 1990, shall be in the
denomination of $5,000 each, or any integral multiple thereof, of single maturities,
shall mature on February 1 in the years and amounts stated below, without option
of prior payment and shall bear interest from date of issue until paid at the
respective annual rates set forth opposite such years and amounts, as follows:
Year Amount Rate
1992 $60,000 5.80
1993 70,000 5.90
1994 75,000 6.00
1995 80,000 6.05
1996 80,000 6.10
1997 85,000 6.20
1998 85,000 6.30
The Bonds shall be issuable only in fully registered form. The interest thereon and,
upon surrender of each Bond at the principal office of the Registrar described herein,
the principal amount thereof shall be payable by check or draft issued by the
Registrar described herein.
2.03. Dates and Interest Payment Dates Each Bond shall bear a date of
original issue of November 1, 1990. Upon the initial delivery of the Bonds pursuant
to Section 2.07 and upon any subsequent transfer or exchange pursuant to Section
2.06, the date of authentication shall be noted on each Bond so delivered, exchanged
or transferred. Interest on the Bonds shall be payable on each February 1 and August
1, commencing August 1, 1991, to the owners of record thereof as of the dose of
business on the fifteenth day of the immediately preceding month, whether or not
such day is a business day.
2.04. Redemption The Bonds shall not be subject to redemption prior
to maturity.
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2.05. Avvointment of Initial Registrar The Issuer hereby appoints
First Trust National Association in Minneapolis Minnesota
as the initial bond registrar, transfer agent and paying agent (the Registrar). The
Mayor and the Clerk are authorized to execute and deliver, on behalf of the Issuer, a
contract with the 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 Issuer agrees to pay the reasonable and customary
charges of the Registrar for the services performed. The Issuer reserves the right to
remove the 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 Bonds in its possession to the successor Registrar and shall deliver the bond
register to the successor Registrar.
2.06. Registration The effect of registration and the rights and duties
of the Issuer 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 Bonds and the registration of transfers and exchanges of
Bonds entitled to be registered, transferred or exchanged.
(b) Transfer of Bonds Upon surrender for transfer of any Bond 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 Bonds
of a like 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 Bonds Whenever any Bonds are surrendered by the
registered owner for exchange the Registrar shall authenticate and deliver
one or more new Bonds of a like aggregate principal amount and maturity, as
requested by the registered owner or the owner's attorney in writing.
(d) Cancellation All Bonds surrendered upon any transfer or
exchange shall be promptly cancelled by the Registrar and thereafter disposed
of as directed by the issuer.
(e) Improper or Unauthorized Transfer When any Bond is presented
to the Registrar for transfer, the Registrar may refuse to transfer the same
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until it is satisfied that the endorsement on such Bond or separate instrument
of transfer is valid and genuine and that the requested transfer is legally
authorized. The Registrar shall incur no liability for the refusal, in good faith,
to make transfers which it, in its judgment, deems improper or
unauthorized.
(f) Persons Deemed Owners The Issuer and the Registrar may treat
the person in whose name any Bond is at any time registered in the bond
register as the absolute owner of such Bond, whether such Bond shall be
overdue or not, for the purpose of receiving payment of, or on account of, the
principal of and interest on such Bond 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 upon such
Bond to the extent of the sum or sums so paid.
(g) Taxes. Fees and Char For every transfer or exchange of Bonds,
the Registrar may impose a charge upon the owner thereof sufficient to
reimburse the Registrar for any tax, fee or other governmental charge
required to be paid with respect to such transfer or exchange.
(h) Mutilated, Lost, Stolen or Destroyed Bonds In case any Bond shall
become mutilated or be destroyed, stolen or lost, the Registrar shall deliver a
new Bond of like amount, number, maturity date and tenor in exchange and
substitution for and upon cancellation of any such mutilated Bond or in lieu
of and in substitution for any such Bond destroyed, stolen or lost, upon the
payment of the reasonable expenses and charges of the Registrar in
connection therewith; and, in the case of a Bond destroyed, stolen or lost,
upon filing with the Registrar of evidence satisfactory to it that such Bond
was destroyed, stolen or lost, 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 Issuer and the
Registrar shall be named as obligees. All Bonds so surrendered to the
Registrar shall be cancelled by it and evidence of such cancellation shall be
given to the Issuer. If the mutilated, destroyed, stolen or lost Bond has
already matured or been called for redemption in accordance with its terms it
shall not be necessary to issue a new Bond prior to payment.
W Authenticating Agent The Registrar is hereby designated
authenticating agent for the Bonds, within the meaning of Minnesota
Statutes, Section 475.55, Subdivision 1, as amended.
2.07. Execution, Authentication and Delivery The Bonds shall be
prepared under the direction of the Clerk and shall be executed on behalf of the
Issuer by the signatures of the Mayor and the Clerk, provided that all signatures may
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be printed, engraved or lithographed facsimiles of the originals. In case any officer
whose signature or a facsimile of whose signature shall appear on the Bonds shall
cease to be such officer before the delivery of any Bond, such signature or facsimile
shall nevertheless be valid and sufficient for all purposes, the same as if he or she
had remained in office until delivery. Notwithstanding such execution, no Bond
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 Bond
has been duly executed by the manual signature of an authorized representative of
the Registrar. Certificates of authentication on different Bonds need not be signed by
the same representative. The executed certificate of authentication on each Bond
shall be conclusive evidence that it has been authenticated and delivered under this
Resolution. When the Bonds have been so prepared, executed and authenticated,
the Finance Director shall deliver them to the Purchaser upon payment of the
purchase price in accordance with the contract of sale heretofore made and executed,
and the Purchaser shall not be obligated to see to the application of the purchase
price.
208. Form of Bonds The Bonds shall be printed in substantially the
following form:
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[Face of the Bonds]
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF DAKOTA
CITY OF LAKEVILLE
GENERAL OBLIGATION MUNICIPAL BUILDING REFUNDING BOND,
SERIFS 19900
Date of
Rate Maturi Original Issue CUSIP
November 1, 1990
REGISTERED OWNER:
PRINCIPAL AMOUNT:
i FOR VALUE RECEIVED, the City of Lakeville, County of Dakota,
Minnesota (the Issuer), acknowledges itself to be indebted and hereby promises to
pay to the registered owner named above, or registered assigns, the principal sum
specified above on the maturity date specified above, with interest thereon from the
date hereof at the annual rate specified above, payable on February 1 and August l in
each year, commencing August 1, 1991, to the person in whose name this Bond is
registered at the close of business on the fifteenth day (whether or not a business
day) of the immediately preceding month, without option of prior payment. 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 by
in
as Bond Registrar, Transfer Agent and Paying Agent (the Registrar),
or its designated successor under the Resolution described herein. For the prompt
and full payment of such principal and interest as the same respectively become
due, the full faith and credit and taxing powers of the Issuer have been and are
hereby irrevocably pledged.
Additional provisions of this Bond are contained on the reverse hereof
and such provisions shall for all purposes have the same effect as though fully set
forth hereon.
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This Bond 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 executed by the Registrar by manual
signature of one of its authorized representatives.
IN WITNESS WHEREOF, the City of Lakeville, County of Dakota,
Minnesota, by its City Council, has caused this Bond to be executed on its behalf by
the facsimile signatures of the Mayor and City Clerk and has caused this Bond to be
dated as of the date set forth below.
Date of Authentication:
CITY OF LAKEVILLE, MINNESOTA
(Facsimile Signature) (Facsimile Signature)
City Clerk Mayor
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered P ursuant to the Resolution
mentioned within.
as Registrar
B
Authorized Representative
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[Reverse of the Bonds]
This Bond is one of an issue in the aggregate principal amount of
$535,000, all of like date and tenor, except as to maturity date, interest rate and
denomination, issued pursuant to a resolution adopted by the City Council on
November 5, 1990 (the Resolution), to refund certain of the Issuer's outstanding
General Obligation Municipal Building Bonds of 1983, dated as of June 1, 1983, and is
issued pursuant to and in full conformity with the Constitution and laws of the
State of Minnesota thereunto enabling, including Minnesota Statutes, Chapter 475.
The Bonds of this issue are issuable only in fully registered form, in denominations
of $5,000 or any integral multiple thereof, of single maturities.
Bonds of this series have been designated as "qualified tax exempt
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 Bond is transferable upon the books of the Issuer at the principal
office of the Registrar, by the registered owner hereof in person or by the owner's
attorney duly authorized in writing upon surrender hereof together with a written
instrument of transfer satisfactory to the Registrar, duly executed by the registered
owner or the owner's attorney; and may also be surrendered in exchange for Bonds
of other authorized denominations. Upon such transfer or exchange the Issuer will
cause a new Bond or Bonds 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 tax, fee or
governmental charge required to be paid with respect to such transfer or exchange.
The Issuer and the Registrar may deem and treat the person in whose
name this Bond is registered as the absolute owner hereof, whether this Bond is
overdue or not, for the purpose of receiving payment and for all other purposes,
and neither the Issuer nor the 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 preliminary to and
in the issuance of this Bond in order to make it a valid and binding general
obligation of the Issuer in accordance with its terms, have been done, do exist, have
happened and have been performed as so required; that in and by the Resolution
the Issuer has levied ad valorem taxes on all taxable property in the Issuer, which
taxes will be collectible for the years and in amounts sufficient to produce sums not
less than five percent in excess of the principal and interest when due on the Bonds
of this series, and has appropriated such taxes to its Series 1990C Municipal Building
Refunding Bond Sinking Fund for the payment of such principal and interest; but if
necessary for the payment of such principal and interest when due, additional ad
valorem taxes are required to be levied upon all taxable property in the Issuer,
without limitation as to rate or amount; and that the issuance of this Bond does not
cause the indebtedness of the Issuer to exceed any constitutional or statutory
limitation of indebtedness.
(Form of certificate to be printed on the reverse side of each Bond, following a
full copy of the legal opinion)
We certify that the above is a full, true and correct copy of the legal
opinion rendered by Bond Counsel on the issue of Bonds of the City of Lakeville,
County of Dakota, Minnesota, which includes the within Bond, dated as of the date
of original delivery of and payment for the Bonds.
(Facsimile Signature) (Facsimile Signature)
City Clerk Mayor
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The following abbreviations, when used in the inscription on the face
of this Bond, shall be construed as though they were written out in full according to
applicable laws or regulations:
TEN COM as tenants UTMA as Custodian for
in common (Cost) (Minor)
TEN ENT as tenants
by entireties under Uniform Transfers
to Minors
jT TEN --as joint tenants
with right of Act
survivorship and (State)
not as tenants in
common
Additional abbreviations may also be used though not in the above list.
-ia
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers
unto the within Bond and all rights thereunder, and does hereby
irrevocably constitute and appoint attorney to transfer the said Bond
on the books kept for registration of the within Bond, with full power of
substitution in the premises.
Dated:
NOTICE: The assignor's signature to
this assignment must correspond with
the name as it appears upon the face of
the within Bond in every particular,
without alteration or enlargement or
any change whatsoever.
Signature Guaranteed:
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.
PLEASE INSERT SOCIAL
SECURITY OR OTHER
IDENTIFYING NUMBER OF
ASSIGNEE:
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Section 3. Use of Proceeds Upon payment for the Bonds by the
Purchaser, the Finance Director shall deposit 519,650 of the proceeds of the
Bonds in the sinking fund established for the Refunded Bonds to be applied to the
redemption and prepayment of the callable maturities of the Refunded Bonds on
February 1, 1991. The City Clerk shall cause notice of such redemption to be given as
required by the resolution authorizing the issuance of the Refunded Bonds. Any
funds remaining in said sinking fund after such redemption shall be transferred to
the Bond Fund established pursuant to Section 4 hereof. Of the remaining proceeds
of the Bonds, lo, goo shall be used to pay costs of issuance of the Bonds
and 4,022.28 representing accrued interest and unused discount, shall be
deposited in the Bond Fund established in Section 4.
Section 4. Series 19900 Municipal Building Refunding Bond Sinking
Fund The Bonds shall be payable from a separate and special Series 19900
Municipal Building Refunding Bond Sinking Fund (the Bond Fund) of the Issuer,
which Bond Fund the Issuer agrees to maintain until the Bonds have been paid in
full. If the money in the Bond Fund should at any time be insufficient to pay
principal and interest due on the Bonds, such amounts shall be paid from other
moneys on hand in other funds of the Issuer, which other funds shall be
reimbursed therefor when sufficient money becomes available in said Bond Fund.
The moneys on hand in the Bond Fund from time to time shall be used only to pay
the principal of and interest on the Bonds. Into the Bond Fund shall be paid all
Bond proceeds received from the Purchaser in excess of $529,650, all taxes collected
pursuant to Section 5 hereof, and any other funds appropriated by the Council for
the payment of the Bonds.
Section 5. Pledge of Taxing Powers For the prompt and full payment
of the principal of and interest on the Bonds as such payments respectively become
due, the full faith, credit and unlimited taxing powers of the Issuer shall be and are
hereby irrevocably pledged. In order to produce aggregate amounts not less than
five percent in excess of amounts needed to meet when due the principal and
interest payments on the Bonds, ad valorem taxes are hereby levied on all taxable
property in the Issuer, said taxes to be levied and collected in the following years and
amounts:
Levy Year Collection Year Amount
1990 1991 $105,598
1991 1992 103,924
1992 1993 104,838
1993 1994 105,363
1994 1995 100,281
1995 19% 100,407
19% 1997 94,873
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Said taxes shall be irrepealable as long as any of the Bonds are outstanding and
unpaid, provided that the Issuer reserves the right and power to reduce said levies
in accordance with the provisions of Minnesota Statutes, Section 475.61.
Section 6. Defeasance When all of the Bonds have been discharged as
provided in this section, all pledges, covenants and other rights granted by this
resolution to the registered owners of the Bonds shall cease. The Issuer may
discharge its obligations with respect to any Bonds which are due on any date by
depositing with the Registrar on or before that date a sum sufficient for the payment
thereof in full, or, if any Bond should not be paid when due, it may nevertheless be
discharged by depositing with the Registrar a sum sufficient for the payment thereof
in full with interest accrued from the due date to the date of such deposit. The
Issuer may also at any time discharge its obligations with respect to any Bonds,
subject to the provisions of law now or hereafter authorizing and regulating such
action, by depositing irrevocably in escrow, with a bank qualified by law as an escrow
agent for this purpose, cash or securities which are authorized by law to be so
deposited, bearing interest payable at such time and at such rates and maturing or
callable at the holder's option on such dates as shall be required to pay all principal,
interest and redemption premiums to become due thereon to maturity.
Section 7. Registration of Bonds The Clerk is hereby authorized and
directed to file a certified copy of this resolution with the County Auditor of Dakota
County and obtain a certificate that the Bonds have been duly entered upon the
Auditor's bond register and the tax required by law has been levied.
Section 8. Authentication of Transcript The officers of the Issuer and
County Auditor of Dakota County are hereby authorized and directed to prepare and
furnish to the Purchaser and to Dorsey Whitney, Bond Counsel, certified copies of
all proceedings and records relating to the Bonds and such other affidavits,
certificates and information as may be required to show the facts relating to the
legality and marketability of the Bonds, as the same appear from the books and
records in their custody and control or as otherwise known to them, and all such
certified copies, affidavits and certificates, including any heretofore furnished, shall
be deemed representations of the Issuer as to the correctness of all statements
contained therein.
Section 9. Tax Covenant and Arbitrage Certificate
(a) The Issuer covenants and agrees with the registered owners from
time to time of the Bonds herein authorized, 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 payable on the Bonds to become subject to taxation under the Internal
Revenue Code of 1986, as amended (the Code) and regulations issued thereunder, in
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effect at the time of such action, and that it will take, or it will cause its officers,
employees or agents to take, all affirmative actions within its powers which may be
necessary to insure that such interest will not become subject to taxation under the
Code and applicable Treasury Regulations, as presently existing or as hereafter
amended and made applicable to the Bonds. The Issuer hereby certifies that all
improvements financed and refinanced by the Refunded Bonds were and are owned
and maintained by the Issuer as public improvements and are available for use by
members of the general public on a substantially equal basis. The Refunded Bonds
would not be considered "private activity bonds" or "private loan bonds applying
the tests set forth in Section 141 of the Code.
(b) The Mayor and Clerk being the officers of the Issuer charged with
the responsibility for issuing the Bonds pursuant to this resolution, are authorized
and directed to execute and deliver to the Purchaser a certificate in accordance with
the provisions of Section 148 of the Code, and Sections 1.103- 13,1.103 -14 and 1.103 -15
of the Regulations, stating that on the basis of facts, estimates and circumstances in
existence on the date of issue and delivery of the Bonds, it is reasonably expected
that the proceeds of the Bonds will not be used in a manner that would cause the
Bonds to be arbitrage bonds within the meaning of the Code and the applicable
regulations.
Section 10. Arbitrage Rebate Exemption It is hereby found and
determined that the Bonds will qualify for the "small issuer" exception from
arbitrage rebate set forth in Section 148(f)(4)(C)(v) and NO since (a) the aggregate
amount of the Bonds does not exceed $5,000,000, (b) the average maturity of the
Bonds does not exceed the average maturity of the Refunded Bonds, (c) no Bond has
a maturity date which is later than the date which is 30 years from the date the
Refunded Bonds were issued, (d) no Refunded Bond was an industrial development
bond or private loan bond, (e) the Issuer has general taxing powers and (f) the Issuer
did not issue in excess of $5,000,000 of bonds (other than industrial development
bonds or private loan bonds) in the year 1983.
Section 11. Qualified Tax- Exempt Obligations The City Council hereby
designates the Bonds as "qualified tax- exempt obligations" for purposes of Section
265(b)(3) of the Code relating to the disallowance of interest expense for financial
institutions, and hereby finds that the reasonably anticipated amount of qualified
tax- exempt obligations (within the meaning of Section 265(b)(3) of the Code) which
will be issued by the Issuer and all subordinate entities during calendar year 1990
does not exceed $10,000,000.
Section 12. Official Statement The Official Statement relating to the
Bonds, dated October 22, 1990, prepared and delivered on behalf of the Issuer by
Springsted Incorporated, is hereby approved, and the officers of the Issuer are hereby
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authorized and directed to execute such certificates as may be appropriate concerning
the accuracy, completeness and sufficiency thereof.
M
Attest:
City Clerk
The motion for the adoption of the foregoing resolution was duly
seconded by Councilmember Sindt and upon vote being taken
thereon, the following voted in favor thereof: zaun, Harvey, Milvihill,
Ruhmann and Sindt
and the following voted against the same: None
whereupon the resolution was declared duly passed and adopted.
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