HomeMy WebLinkAboutRES NO 158-90RESOLUTION NO. 158-90
RESOLUTION OF THE COUNCIL OF THE CITY OF BAKERSFIELD
CONCERNING THE DELIVERY OF CERTAIN CERTIFICATES OF
PARTICIPATION (IN AN AMOUNT NOT TO EXCEED $6,000,000) ON
BEHALF OF UNITED COMMUNITY HOUSING AND DEVELOPMENT
AUTHORITY TO FINANCE A CERTAIN RESIDENTIAL CARE FACILITY
FOR THE ELDERLY AND AUTHORIZING THE EXECUTION OF CERTAIN
DOCUMENTS IN CONNECTION THEREWITH
WHEREAS, the City of Bakersfield, a municipal corporation
and charter city duly organized and existing under and pursuant to
the Constitution and laws of the State of California (the "City"),
has full legal right, power and authority under provisions of the
California Government Code, particularly Chapter 5 of Part 2 of
Division 3 of Title 4 thereof as found at Section 37350 et seq.
(the "Act"), to purchase, sell and lease both personal and real
property for the common benefit and as is necessary or proper for
municipal purposes;
WHEREAS, United Community Housing and Development
Authority, being a nonprofit corporation organized under the
nonprofit corporation law of the State of California and an
organization described in Section 501(c) (3) of the Internal Revenue
Code of 1986, as amended (the "Company"), has proposed that the
City provide financing for the development of a certain fifty (50)
unit licensed residential care facility for the elderly to be
located within the City (the "Facility"), including but not limited
to the acquisition, construction and equipping and operation of the
Facility and payment of fees and expenses incurred in connection
with the foregoing financing, which financing shall be accomplished
by means of a purchase and sale arrangement (the "Project"); and
WHEREAS, on June 13, 1990, the City adopted a resolution
(the "Initial Resolution") giving its preliminary approval to the
proposed execution and delivery of certain $5,500,000 Certificates
of Participation (Bakersfield Assisted Living Center), 1990 Series
(the "Certificates"), to finance the Facility; and
WHEREAS, the City has previously held a duly noticed
public hearing on August 22, 1990, concerning the financing of the
Project at which time the City received no comments or questions
regarding the Project or the financing thereof; and
WHEREAS, on October 17, 1990, the City adopted a
resolution authorizing the distribution and delivery of the
Preliminary Official Statement in connection with the proposed
issuance of the certificates; and
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WHEREAS, the City and the Company have initiated certain
additional actions in connection with the execution and delivery of
the Certificates in order to finance the Project; and
WHEREAS, in connection with the delivery of the
Certificates the City proposes to enter into a certain Installment
Sale Agreement and an Installment Purchase Agreement with the
Company pertaining to the acquisition and sale of the Facility
which comprises the Project; and
WHEREAS, the City proposes to enter into a Trust
Agreement with a trustee bank and the Company pertaining to the
execution and delivery of the Certificates; and
WHEREAS, the City proposes to enter into a certain
Certificate Purchase Contract in connection with the sale of the
Certificates; and
WHEREAS, the City may deem it necessary to enter into
certain other documents pertaining to the Certificates in order to
accomplish the financing and development of the Project; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City
of Bakersfield, California, as follows:
1. The financing of the Project through the acquisition
and sale of certain property as accomplished under and pursuant to
the Act and the issuance of the Certificates in connection
therewith is hereby approved. The Certificates shall be designated
the "City of Bakersfield Certificates of Participation (Bakersfield
Assisted Living Center)" and shall be executed and sold for the
purposes of financing: (i) the acquisition and improvement of the
Project as more fully described in the Trust Agreement (ii) a
reserve fund for the Certificates and (iii) the costs of issuing
the Certificates which shall include an underwriters discount.
2. The Certificates are to be revenue obligations of
the City payable solely from the payments received from the Company
pursuant to the Installment Sale Agreement and are not to be
secured by the taxing powers or general credit of the City.
3. The form of the documents pertaining to the
Certificates as more fully described in the recitals hereof and
presented to this meeting and on file with the City Clerk,
including the form of the Official Statement, are hereby approved.
The Mayor, the City Manager, the Finance Director, the City
Attorney and such other persons designated by the Mayor are hereby
authorized and directed for and in the name and on behalf of the
City, to execute, acknowledge and deliver said documents in
substantially the form as they presently exist, with such changes
therein as such persons who are authorized to execute such
documents may require or approve, such approval to be conclusively
evidenced by the execution and delivery thereof.
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4. The Mayor or such other persons designated by the
Mayor are further authorized and directed to enter into such other
agreements and documents and to determine such other fees and
expenses payable pursuant thereto in order to consummate and give
effect to the financing. The execution and delivery of the
documents referred to above by the Mayor or his designees shall
conclusively evidence the approval by the City of each of such
documents and agreements and the fees and expenses thereunder.
5. The City Clerk is hereby authorized and directed to
attest the signature of the Mayor or such other person designated
by the Mayor and to attest and affix the Seal of the City as may be
required or appropriate in connection with the execution and
delivery of the documents and agreements.
6. The City Manager or such other person designatedby
the City Manager is hereby authorized to take any and all actions
and to execute and deliver any and all documents which they may
deem necessary or advisable in order to consummate the sale,
execution and delivery of the Certificates and otherwise to carry
out, give effect to and comply with the terms and intent of this
Resolution, the Certificates and the documents relating thereto.
Such actions heretofore taken by such officers are hereby ratified,
confirmed and approved.
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its passage.
This Resolution shall take effect immediately upon
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I HEREBY CERTIFY that the foregoing Resolution was passed
and adopted by the Council of the city of Bakersfield at a regular
meeting thereof held on NOV 2 8 1§§0 , by the following vote:
AYES; COUNCILMEMBERS: EDWARDS, De.M/)ND, SMITh~, BRUNNI, PETERSON, ..~,.'C.~,",'.,,f0,'"T, SALVAGGIO
NOES; COUNCILMEMBERS:
ABSENT COUNCrLMEMBERS:
ABSTAIN: COUNCILMEMBERS'
CITY CLERK and EX OFFICIO CLERK of the
Council of the City of Bakersfield
APPROVED N0V 2 8 ~:~90
CLARENCE ~. MEDDE~" ~
MAYOR of the City of Bakersfield
APPROVED as to form:
Special Counsel to the City of Bakersfield
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