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HomeMy WebLinkAbout87-177 y CERTIFICATE OF MINUTES .RELATING TO MULTIFAMILY MORTGAGE REVENUE REFUNDING BONDS (SOUTHFORK APARTMENTS PROJECT) SERIES 19.88 .Issuer: City of Lakeville, Minnesota. Governing .Body: City Council .Kind, date, time and place of meeting: A regular meeting, held on December 21, 1987, at 7:00 o'clock p.m. at the City .Hall. Members present: Nelson, Zaun, Enright,. Harvey Members .absent: Sndt Documents attached: RESOLUTION N0. 87-177 RESOLUTION AUTHORIZING THE. SALE. AND ISSUANCE OF MULTIFAMILY MORTGAGE REVENUE REFUNDING BONDS (SOUTHFORK APARTMENTS PROJECT) SERIES -1988 AND THE EXECUTION OF NECESSARY DOCUMENTS The undersigned, being the duly qualified and acting City Clerk'Administrator of the City of Lakeville, Minnesota, does certify that the documents attached. hereto, as described above, .have been carefully compared with the original records in my legal custody, from which they have been transcribed; that such documents area correct and complete transcript of the minutes of a meeting of the governing body of the Issuer; and correct and complete copies. of all resolutions and other actions taken and or .all documents approved by the governing body at said meeting, so far as they relate to the above obligations; and that such 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. Dated: December 21 1987: City Clerk-Administrator Councilmember Enright introduced the following resolution and moved its adoption: RESOLUTION NO. 87-177 RESOLUTION AUTHORIZING THE SALE AND ISSUANCE OF MULTIFAMILY. MORTGAGE REVENUE REFUNDING BONDS (SOUTHFORK APARTMENTS PROJECT) SERIES 1988 AND THE EXECUTION OF NECESSARY DOCUMENTS BE IT RESOLVED by the City Council of .the City of Lakeville,' Minnesota (the "City"), as follows:... Section 1. Authorization and Recitals. 1.01. General Authority. By the provisions of Minnesota Statutes, Chapter 462C and 462A, both as amended (the. "Act"),.the City is authorized to plan, administer, issue and sell revenue bonds or obligations. and refunding obligations therefor and to make or purchase loans. to finance, multifamily housing develop- ments within :its corporate limits, which revenue bonds or obli- gations shall. be payable solely from the revenues of the develop- merit. The City has issued its $15,000,000. Multifamily Rental Housing Revenue Bonds (Southfork Village Apartments Projects) Series 1985 (the "Prior Bonds") for the purpose of financing a multifamily rental housing development in accordance with the Act. Certain proceeds of the Prior Bonds shall be used',by Southfork Apartments Limited Partnership, a Minnesota limited partnership, of which HRC Company, Inc., a Minnesota corporat~on,- is -the general partner (the "Company") for the acquisition, construction and installation of a 200-unit multifamily rental housing development to be located in the southeast quadrant of the intersection of Highway 50 and Interstate. Highway 35, approximately two blocks east of Interstate Highway 35W, within .the corporate boundaries of the City (.the "Project). 1.02. Proposed Bonds. Representatives of the Company have proposed that the City, acting pursuant to the Act, issue and sell its Multifamily Mortgage Revenue Refunding Bonds (Southfork Apartments Project) Series 1988 in the aggregate principal amount of not less than $10,.550,000 but not to exceed $15,000,000 (the "Bonds") for the purpose of refunding prior to maturity, in part, the outstanding principal balance of the Prior Bonds. Proceeds of the Bonds .will be loaned by the City to the Company, and the Company will. agree to .make .payments sufficient to pay the principal and .purchase price of, premium, if any, and interest on the Bonds when due.. The City will .grant a security interest in certain revenues and payments to be received by the City under the. Loan Agreement (as hereinafter defined) to the Trustee (as hereinafter defined). 1.03. Prior Bonds. .The Prior Bonds were issued pursuant to an Indenture of Trust, dated as of December 1, 19.85, between the City and Norwest Bank .Minneapolis, N.A. (the "Prior Bond. Trustee") (the "Prior Indenture"). fio_facilitate the redemption . of .the Prior Bonds it is proposed that the City. adopt aFirst Supplemental Indenture of Trust to amend the Prior Indenture in a manner which does not prejudice in :any material respect any holders of the Prior Bonds. 1.04. Documentation. Forms of the following documents relating to 'the Project and the Bonds have been prepared and submitted. to this Council and are hereby directed to be filed in the office of .the City Clerk-Administrator: (a) a Loan Agreement (the "Loan Agreement."), proposed to be dated January 1, 1988., and entered into between the City and the Company; (b) an.Indenture of Trust .(the "Indenture"), proposed to be dated. January 1, .1988, and entered into between the City and Sovran Bank/Maryland, Bethesda, Maryland (the ..Trustee") ; (c) an Amended and Restated Regulatory Agreement (the "Regulatory. .Agreement"), proposed to be dated January 1, 1988, and. entered into between the City, the Company, the Trustee and SCA Associates 86 Limited Partnership (the "Fiscal Agent"); • (d) a form. of Bond; (e) a Mortgage and Security. Agreement (the "Mortgage"), `proposed to be dated as of.January. 1, 1988, .from the Company to the City; (f) an Assignment of Lessor's Interests in, Rents and -Leases (the "Assignment") proposed to be dated as of January 1, 1988, from the Company to the City.; (g) a Note .(.the "Note") proposed to be dated as of January 1, 1988, .from he Company in favor of .the City; (h) an Arbitrage Compliance Agreement (the "Arbitrage Agreement") propposed to be dated as of January 1, 1988. entered into between the Company, Fiscal Agent,. Trustee: and the City; and (i) a First Supplemental Indenture of Trust relating to the Prior ..Bonds (the "Supplemental Indenture"} proposed to be .dated as of January 1, 1988 and entered into between the City and Prior. Bond Trustee; (j) an Assignment of Investment Agreement (the "Investment. Agreement Assignment") proposed to be dated as of January 1, 1988 and entered into between the City, the . Prior Bond Trustee and Norwest Bank Minneapo is, N.A. (the "Bank"); and - 2 - (k) the Commitment `Letter (the "Commitment") dated as of December ll, 1987 entered into between the Company and SCA Tax Exempt Fund .Limited Partnership (the "Purchaser"). Section 2. Approval of Documents. It is hereby-.found and determined that the issuance of the Bonds'to refund the Prior Bonds is in the best interest of the City, and will further the housing policies and .goals set forth in the Housing Plan_ of the City. The forms of the Loan Agreement, the Indenture, the Regulatory Agreement,. the Bond, the Mortgage, the Assignment, .the Note, the Arbitrage Agreement, Supplemental Indenture, Investment Agreement Assignment and the Commitment (the "Issuer Documents") are approved, with. such modifications, insertions or deletions as may be necessary or appropriate to conform the: Issuer Documents to the terms of the Commitment-or as may be approved by Leonard, Street and Deinard, as bond counsel ("Bond Counsel") and the City Attorney for the City. The. Mayor and Clerk-Administrator are hereby directed upon the request of the Company to execute the Lssuer Documents (to the extent. execution thereof is required by the City) on behalf of the City. Copies of`.the Issuer Documents shall be delivered, filed and recorded as provided therein. The Mayor and Clerk-Administrator are also authorized and directed to execute such other .instruments and certificates as may. be required to give effect to the transactions herein contemplated. Section 3. The. Bonds; Terms, Sale. and Execution. 3.01. Authorization; Price. The City hereby authorizes the issuance of the Bonds in an aggregate principal .amount of not less than $10,550,000 but in an aggregate principal amount of not to exceed $15,000,000:, or so much thereof as shall in the opinion of Bond Counsel, qualify for tax exempt status under the Internal Revenue Code, in the .form and upon the terms set forth in the Indenture .and this Resolution. The Bonds are hereby authorized to be sold to the Purchaser at the price and. upon the. terms contained in the Indenture and in accordance with the terms of the Commitment. 3.02, Terms. All terms of the .Bonds, including their ..interest rates, series, dates, manner and medium of payment, registration procedures, redemption dates, manner of execution, form and other terms, covenants and conditions, shall be as provided in-the Indenture, which. is hereby incorporated in its. entirety herein and. shall constitute a part. of this Resolution,. provided that the initial .interest on the Bonds shall be deter- mined by the Company and .Purchaser. and shall have an initial average rate of 8.9~ and in no event shall the interest rate exceed 16~ per annum. 3.03. Execution. The Mayor and the Clerk-Administrator are hereby authorized and directed to execute the Bonds as prescribed . herein and in the Indenture and to deliver them to the Trustee, together with a certified copy. of this Resolution, the other documents required in the Indenture, and such other certificates,. - 3 - . documents anal instruments. as may be- appropriate to effect the. .transactions herein. contemplated. 3.04. Modifications, Absence of Officers. The approval hereby given to the various documents referred to above, including the Bonds, includes an approval of such modifications thereto, deletions therefrom and additions thereto-as may be necessary and appropriate and approved by-the City Attorney, Bond Counsel and the Clerk-Administrator prior to the. execution of-the documents. The execution of any instrument by the appropriate officer or officers of the City .herein authorized shall be con- clusive evidence of the approval of such documents in .accordance with the terms hereof. In the absence. or disability of any officer or employee of the City, any of the documents authorized by this resolution to be executed by such person may be executed by any .other person who is approved by the City Attorney or .who is otherwise permitted by law to execute such-documents... Section 4. Authentication of Proceedings. The Mayor, Clerk-Administrator and other officers of the City are authorized and directed to furnish to .the Purchaser and Bond Counsel certified copies of all proceedings and records of the City relating to the Bonds, and such other affidavits .and certificates as may be required to show the facts relating to-.the legality and marketability. of the Bonds as such facts appear from the. books • and records in the officer's custody and control or as otherwise known to them; and all such. certified copies, certificates and affidavits, including any :heretofore furnished,: shall constitute representations of the. City as to the truth of all statements contained therein. Section 5. Limitations of the City's Obligations. Notwithstanding anything contained in the Issuer :Documents, the Bonds shall not constitute a debt of the Ci y within the meaning of ..any .:constitutional or statutory limitation, and shall not be payable from nor charged upon any funds other than the revenues pledged to the payment thereof, and no holder. of the Bonds shall ever have the right to compel any exercise of the taxing power of the City to pay. the Bonds or the premium, if any, or interest thereon, or to enforce payment thereofagainst any property of the City other than those rights. and interests. of the City-under the Loan Agreement which have been- pledged to the payment thereof. The. agreement of the'City to perform the covenants and other provisions contained. in this Resolution or the Issuer Documents shall be subject at all times to the availability of revenues furnished by the Company sufficient to pay all. costs of • - 4 - such performance or the enforcement thereof, and the City ~ shal'1 not be subject to any personal or pecuniary liability thereon. Adopted:" December 21,-198?. APProved: s Mayor. Attest: Clerk- ini trator - 5 - • The motion for the adoption of the foregoing resolutionwa~ duly seconded by Council member Nelson and, upon vote being taken thereon, the following voted in favor thereof: Enright, Harveq, Nelson,. Zaun and the following voted against or abstained:. .None whereupon said resolution was declared duly passed and adopted. i • - 6 -