Loading...
HomeMy WebLinkAboutRES NO 232-87RESOLUTION NO. 232-87 RESOLUTION OF THE COUNCIL OF THE CITY OF BAKERSFIELD CALIFORNIA, AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF BONDS IN THE MATTER OF ASSESSMENT DISTRICT NO. 86-1 (PANOP3~MA HIGHLANDS) WHEREAS, the CITY COUNCIL of the CITY OF BAKERSFIELD, CALIFORNIA, has heretofore undertaken proceedings pursuant to the "Municipal Improvement Act of 1913", being Division 12 of the Streets and Highways Code of the State of California, and has confirmed assessments upon lands within a special assessment district described in a Resolution of Intention previously adopted for said improvements, said special assessment District known and designated as ASSESSMENT DISTRICT NO. 86-1 (PANORAMA HIGHLANDS) (hereinafter referred to as the "Assessment District"); and, WHEREAS, said proceedings provided for the issuance of bonds pursuant to the "Improvement Bond Act of 1915", being Division 10 of the Streets and Highways Code of the State of California., and it is necessary to establish terms and provisions of such issuance; and, WHEREAS, the final unpaid balance to assessment, as well as the denomination and amounts to mature each year, cannot be determined until following the 30-day cash collection period after the recordation of said assessment. NOW, THEREFORE, IT IS HEREBY RESOLVED AS FOLLOWS: SECTION 1. Recitals. That the above recitals are all true and correct. SECTION 2. Unpaid Assessments. The Treasurer shall, immediately upon the comple- tion of the 30-day cash collection period, determine the assessments which are unpaid and the aggregate amount thereof as authorized by Section 8621 of the Streets and Highways Code ef the State of California. SECTION 3. Term of Bonds. Serial bonds to represent the unpaid assessments, and bear interest at a rate not to exceed the current legal maximum rate of 12% per annum, will be issued in the manner provided in the "Improve- ment Bond Act of 1915", being Division 10 of the Streets and Highways Code of the State of California, the last installment of which bends shall mature a maximum of and not to exceed FOURTEEN (14) years from the second day of September next succeeding twelve (12) months from their date. The provisions of Part 11.1 of said Act, providing an alternative procedure for the advance payment of assessments and the calling of bonds shall apply. SECTION 4. Registered Bonds. Said bonds shall be issuable only as fully registered bonds in the denomination of $5,000, or any integral multiple thereof, except for one bond maturing in the first year of maturity, which shall include the amount by which the total issue exceeds the maximum integral multiple of $5,000 contained therein. SECTION 5. Date of Bonds. All of said bonds shall be dated the 6th day of January, 1988, and interest shall accrue from that date. SECTION 6. SECTION 7. SECTION 8. SECTION 9. SECTION 10. Maturity and Denomination. The bonds shall be issued in serial form with annual maturities on September 2nd of every year succeeding twelve (12) months after their date, until the whole is paid. The amount maturing each year shall be such as to result in approximately equal annual debt service during the term of the issue as reflected by the interest rate and/or rates and principal amounts maturing in the respec- tive years of maturity, and the Treasurer shall, immediately upon completion of the cash collection period, provide for the issuance and delivery of the bonds. Interest. Each bond shall be of a single maturity and shall bear interest at the rate as set forth in the approved Bond Purchase Contract for said bonds from the interest payment date next preceding the date on which it authenticated and registered, unless said bond is authenticated and registered as of an interest payment date, in which case it shall bear interest from said interest payment date, or unless said bond is authenticated and registered prior to the first interest payment date, in which case it shall bear interest from its date, until payment of its principal sum has been discharged. Place of Payment. The principal on the bonds shall be payable in lawful money of the United States of America upon surrender of the bond at the principal corporate trust office of Bank of America National Trust and Savings Association, as paying agent, in San Francisco, California. Interest on said bonds shall be paid by check or draft to the regis- tered owner thereof at his address as it appears on the books of regis- tration, or at such address as may have been filed with the Registrar for that purpose, as of the 15th day immediately preceding said interest payment date. Redemption. This bond, or a portion thereof if issued in a denomina- tion greater than $5,000, shall be subject to redemption and payment in advance of maturity in increments of $5,000 as provided in Section 8768 of the Streets and Highways Code, on the 2nd day of March or September in any year, by giving the notice provided in said law to the regis- tered owner thereof at his address as it appears on the books of regis- tration and by paying principal of and accrued interest on such redeemed amount, together with a premium equal to three percent (3%) of the redeemed principal amount. If less than the entire bond is redeemed, the unredeemed portion shall be reissued to the registered owner thereof. Transfer of Registered Bonds. Any fully registered bond may, in accor- dance with its terms, be transferred upon the books of registration required to be kept pursuant to the provisions of Section 11 by the owner in whose name it is registered, or by his duly authorized attorney or legal representative, upon surrender of such fully regis- tered bond for registration of such transfer, accompanied by delivery of a written instrument or transfer in a form approved by the Registrar and by the owner of said bonds, duly executed. SECTION 11. SECTION 12. SECTION 13. SECTION 14. The Registrar shall require the payment by the bondholder requesting such transfer of any tax or other governmental charge required to be paid with respect to such transfer and such charges as provided for in the system of registration for registered debt obligations. No transfer of fully registered bonds shall be required to be made during the fifteen (15) days next preceding each interest payment date. Exchange of Registered Bonds. Fully registered bonds may be exchanged at the principal corporate trust office of the Registrar in San Francisco, California, for a like aggregate principal amount of bonds of the same series, interest rate and maturity, subject to the terms and conditions provided in the system of registration for registered debt obligations, including the payment of certain charges, if any, upon surrender and cancellation of this bond. Upon such transfer and exchange, a new registered bond or bonds of any authorized denomination or denominations of the same maturity for the same aggregate principal amount will be issued to the transferee in exchange therefor. Books of Registration. There shall be kept by the Registrar sufficient books for the registration and transfer of the bonds arid, upon presenta- tion for such purpose, the Registrar shall, under such reasonable regulations as it may prescribe, register or transfer or cause to be registered or transferred, on said register, bonds as hereinbefore provided. Execution of Bonds. The bonds shall be executed in facsimile by the Treasurer and by the City Clerk, and the corporate seal shall be imprinted in facsimile on the bonds. The bonds shall then be delivered to the Registrar, for authentication and registration. In case an officer who shall have signed or attested to any of the bonds by facsimile or otherwise shall cease to be such officer before the authen- tication, delivery and issuance of the bonds, such bonds nevertheless may be authenticated, delivered and issued, and upon such authentica- tion, delivery and issue, shall be as binding as though those who signed and attested the same had remained in office. Authentication. Only such of the bonds as shall bear thereon a certifi- cate of authentication substantially in the form below, manually executed by the Registrar, shall be valid or obligatory for any purpose or entitled to the benefits of this Resolution, and such certificate of the Registrar shall be conclusive evidence that the bonds so authenti- cated have been duly executed, authenticated and delivered hereunder, and are entitled to the benefits of this Resolution. FORM OF CERTIFICATE OF AUTHENTICATION AND REGISTRATION This bond has been authenticated and registered on as Registrar By: SECTION 15. Negotiability, Registration and Transfer of Bonds. The transfer of any bond may be registered only upon such books of registration upon surren- der thereof to the Registrar, together with an assignment duly executed by the owner or his attorney or legal representative, in satisfactory form. Upon any such registration of transfer, a new bond or bonds shall be authenticated and delivered in exchange for such bond, in the name of the transferee, of any denomination or denominations authorized by this Resolution, and in an aggregate principal amount equal to the principal amount of such bond or principal amount of such bond or bonds so surrendered. In all cases in which bonds shall be exchanged or transferred, the Registrar shall authenticate at the earliest practical time, bonds in accordance with the provisions of this Resolution. All bonds surrendered in such exchange or registration transfer shall forth- with be cancelled. The legislative body may make a charge for every such exchange or registration of transfer of bonds sufficient to reimburse it for any tax or other governmental charge required to be paid with respect to such exchange or registration of transfer. The Registrar shall not be required to make such exchange or registration of transfer of bonds during the fifteen (15) days inu~ediately preceding any March 2nd or September 2nd. SECTION 16. Ownership of Bonds. The person in whose name any bond shall be regis- tered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of or on account of the principal and redemp- tion premiums. if any, of any such bond, and the interest on any such bond, shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectua]L to satisfy and discharge the liability upon such bond, including the redemption premium, if any, and interest thereon, to the extent of the sum or sums so paid. SECTION 17. Mutilated, Destroyed, Stolen or Lost Bonds. In case any bond secured hereby shall become mutilated or be destroyed, stolen or lost, the legislative body shall cause to be executed and authenticated a new bond of like date and tenor in exchange and substitution for and upon the cancellation of such mutilated bond or in lieu of and in substitu- tion for such bond destroyed, stolen or lost, upon the owner's paying the reasonable expenses and charges in connection therewith, and, in the case of a bond destroyed, stolen or lost, his filing with the legis- lative body of evidence satisfactory to it and to the Registrar thereof that such bond was destroyed, stolen or lost, and of his ownership thereof, and furnishing the legislative body with indemnity satisfac- tory to it. SECTION 18. Cancellation of Bonds. All bonds paid or redeemed, either at or before maturity, shall be cancelled upon the payment or redemption of such bonds, and shall be delivered to the Registrar when such payment or redemption is made. All bonds cancelled under any of the provisions of this Resolution shall be destroyed by the Registrar in accordance with the applicable provisions of the law, which shall execute a certificate in duplicate describing the bonds so destroyed, and shall retain said executed certificate in its permanent files for the issue. SECTION 19. Creation of Funds. The Treasurer is hereby authorized and directed to establish the following Funds for purposes of making payment for the costs and expenses for the works of improvement and payment of principal and interest on the bonds. The Funds to be created are desig- nated as follows: IMPROVEMENT FUND: The proceeds from the sale of the bonds, after deposit of required amounts in the Reserve Fund and Redemption Fund, shall be placed in the Fund hereby created, pursuant to Sections 10602 and 10424 of the California Streets and Highways Code, as amended, which shall be called the "Improvement Fund", and the monies in said Fund shall be used only for the purposes authorized in said assessment proceedings, and specifically to pay for the costs and expenses of the construction or acquisition of the authorized public capital improve- ments, together with all incidental expenses. Any surplus in the Improvement Fund after completion of the improvements shall remain in the Improvement Fund for a period of not less than two (2) years from the receipt of bond proceeds as provided in Section 10427.1 of the California Streets and Highways Code, and thereafter shall be utilized or distributed as determined by the legislative body. REDEMPTION FUND: The Treasurer is hereby authorized and directed to keep a Redemption Fund designated by the name of the proceedings, into which he shall place all sums received for the collection of the assess- ments and the interest thereon, together with all penalties, if applicable. Principal of and interest on said bonds shall be paid to the registered owner out of the Redemption Fund created pursuant te Section 8671 of the California Streets and Highways Code. Accrued interest paid by the purchaser of the bonds, if any, shall be deposited in the Redemption Fund. In all respects not recited herein, said bonds shall be governed by the provisions of the "Improvement Bond Act of 1915", Division 10 of the California Streets and Highways Code, as amended. Under no circum- stances shall the bonds or interest thereon be paid out of any other fund except as provided by law. RESERVE FUND: Pursuant to Part 16 of Division 10 of the California Streets and Highways Code, as amended, there shall be created a special reserve fund for the bonds to be designated by the name of the Assess- ment District and specified as the special "Reserve Fund". The Reserve Fund shall be funded as follows: The initial designated amount (8%) of the net bond proceeds) shall be deposited in the Reserve Fund out of said bond proceeds. Monies in the Reserve Fund shall be applied as follows: Amounts in said Reserve Fund shall be transferred to the Redemption Fund for the bonds if, as a result of delinquencies in the payment of assessments, there are insufficient monies in said Redemption Fund to pay principal of and interest on the bonds. Amounts so transferred shall be repaid to the Reserve Fund from proceeds from the redemption or foreclosure of property with respect to which an assessment is unpaid and from payments of the delinquent assessments; On July ]5 of each year the amount of interest earned to the preced- ing June 30 by the investment of monies in the Reserve Fund in permitted investments, and not previously transferred, shall be transferred from the Reserve Fund to the Redemption Fund, in the manner provided in Part 16 of said Division 10; The amount of the annual Reserve Fund disbursement of earned interest shall be credited toward installments of unpaid assess- ments each year during which any part of the bonds remain outstand- ing. The Auditor's Record, prepared pursuant to Section 8682 of the Streets and Highways Code, shall reflect credits against each of the unpaid assessments in the manner provided in Section 10427.1 of said Streets and Highways Code, in amounts equal to each parcel's proportionate share of the annual reserve fund disbursement. No portion of the annual Reserve Fund disbursement shall be trans- ferred in any year in excess of the amount which would cause the Reserve Fund to fall below the original amount of the Reserve Fund, minus adjustments to reflect the discharge of assessments prior to maturity made to that point. Whenever monies in the Reserve Fund are sufficient to retire all of the bonds outstanding, plus accrued interest thereon, such money shall be transferred to the Redemption Fund for the bonds and collecticn of the remaining unpaid assessments shall cease. In the event that any annual Reserve Fund disbursement was not fully made in any year because to have done so would have caused the Reserve Fund to fall below the minimum amount for that year, the Treasurer may thereafter transfer and credit any amounts in excess of the minimum amount toward the assessment installments due in subsequent years. In the event assessments are paid in cash in advance of their final maturity date, the Treasurer is authorized to reduce the minimum amount of the Reserve Fund and increase the annual Reserve Fund disbursements in the proportion in which the assessments paid in cash bears to the total original unpaid assessments. SECTION 20. No City Liability. It is hereby further determined and declared that the City will not obligate itself to advance any available funds from the City Treasury to cure any deficiency or delinquency which may occur in the bond redemption fund by failure of property owners to pay annual special assessments. This determination shall be clearly set forth and stated in the title of the bonds to be issued pursuant to these proceed- ings as authorized and required by Section 8769 of the Streets and Highways Code of the State of California. SECTION 21. Covenant to Foreclose. The legislative body hereby covenants that upon default of any assessment payment due, it will cause Superior Court foreclosure proceedings to be brought within one hundred fifty (150) days of such default and thereafter diligently prosecute to completion such proceedings. Such foreclosure proceedings may be deferred if funds are advanced to the special Reserve Fund to keep said Fund continually at the level set forth in the Section entitled "Reserve Fund" set forth hereinabove. SECTION 22. Covenant to Maintain Tax-Exempt Status. The City covenants that it will not make any use of the proceeds of the bonds issued hereunder which would cause the bonds to become "arbitrage bonds" subject to Federal income taxation pursuant to the provisions of Section 148(a) of the Code, or to become "Federally-guaranteed obligations" pursuant to the provisions of Section 149(b) of the Code, or to become "private activity bonds" pursuant to the provisions of Section 141(a) of the Code. To that end, the City will comply with all applicable require- ments of the Code and all regulations of the United States Department of Treasury issued thereunder to the extent such requirements are, at the time, applicable and in effect. Additionally, the City agrees to implement and follow each and every recommendation provided by Bond Counsel and deemed to be necessary to be undertaken by the City to ensure compliance with all applicable provisions of the Code in order to preserve the exemption of interest on the bonds from Federal income taxation. SECTION 23. Covenant Regarding Arbitrage. The City shall not take or permit nor suffer to be taken any action with respect to the gross proceeds of the bonds as such term is defined under the Code which, if such action had been reasonably expected to have been taken, or had been deliberately and intentionally taken, on the date of issuance of the bonds, would have caused the bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and the regulations promulgated thereunder. SECTION 24. Order to Print and Authenticate Bonds. The Treasurer is hereby instructed to cause bonds, as set forth above, to be printed, and to proceed to cause said bonds to be authenticated and delivered to an authorized representative of the purchaser, upon payment of the purchase price as set forth in the accepted proposal for the sale of bonds. SECTION 26. Arbitrage Certificate. On the basis of the facts, estimates and circum-. stances now in existence and in existence on the date of issue of the bonds, as determined by the Treasurer, said Treasurer is hereby autho- rized to certify that it is not expected that the proceeds of the issue will be used in a manner that would cause such obligations to be arbitrage bonds. Such certification shall be delivered to the purchaser together with the bonds. SECTION 27. Designation of Transfer Agent, Paying Agent and Registrar. The BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION is hereby designated paying agent and registrar with respect to these proceedings and the bonds to be issued. APPROVED and ADOPTED this 16th day of December , 1987. ATTES~: CITY CLERK CITY OF BAKERSFIELD STATE OF CALIFORNIA MAYOR CITY OF BAKERSFIELD STATE OF CALIFORNIA APPROVED as to form: t~TfERIM CITY A~iY)RNEY CITY OF BAKERSFIEI,D STATE OF CALIFORNIA STATE OF CALIFORNIA COUNTY OF KERN CITY OF BAKERSFIELD I, CAROL WILLIAMS, CITY CLERK of the CITY OF BAKERSFIELD, ~.~NIA, DO HEREBY CERTIFY that the foregoing Resolution, being Resolution No. - , was duly passed, approved and adopted by the City Council, approved and signed by the Mayor, and attested by the City Clerk, all at the regular meeting of said City Council held on the 16th day of December , 1987, and that the same was passed and adopted by the following vote: AYES: NOES: ABSENT: ABSTAIN: COUNCIL MEMBERS Childs, DeMond, Smith, Ratty, Peter~Dn, McDermott, Salvaggio COUNCIL MEM8ERS None COUNCIL MEMBERS None COUNCIL MEM8ERS None EXECUTED this 16th day of December , 1987, at Bakersfield, California. CITY CLERK CITY OF BAKERSFIELD STATE OF CALIFORNIA