HomeMy WebLinkAboutRES NO PBC001-13p—
RESOLUTION NO. ` �� 0 1 13
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE
BAKERSFIELD PUBLIC BENEFIT CORPORATION RATIFYING THE
ARTICLES OF INCORPORATION AND BYLAWS OF THE
BAKERSFIELD PUBLIC BENEFIT CORPORATION AND OTHER
MATTERS RELATING THERETO
RECITALS:
WHEREAS, the Bakersfield Public Benefit Corporation (the "Corporation') is a
nonprofit public benefit corporation organized and existing under the laws of the State of
California (the "State ") and was formed to assist the City of Bakersfield (the "City "), among
other things, in the financing and /or refinancing of the Project (as defined herein), pursuant to the
Nonprofit Public Benefit Corporation Law (being Part 2 of Division 2 of Title 1 of the California
Corporations Code, as amended) and pursuant to the articles of incorporation (the "Articles of
Incorporation') and bylaws of the Corporation (the "Bylaws "); and
WHEREAS, the Articles of Incorporation as adopted by the sole incorporator and as filed
with the Secretary of State of the State and bearing the file stamp and certification of the
Secretary of State of the State be, and they hereby are, ratified and approved as the Articles of
Incorporation of the Corporation and that they be inserted in the minute book of the Corporation;
and
WHEREAS, the Bylaws of the Corporation as adopted by the sole incorporator be, and
they hereby are, ratified and approved as the Bylaws of the Corporation and that such Bylaws be
inserted in the minute book of the Corporation.
NOW, THEREFORE THE BOARD OF DIRECTORS OF THE BAKERSFIELD
PUBLIC BENEFIT CORPORATION DOES RESOLVE AS FOLLOWS:
Section 1. Ratification of the Adopted Articles of Incorporation. The Articles of
Incorporation, as adopted by the sole incorporator and as filed with the Secretary of State of the
State and bearing the file stamp and certification of the Secretary of State of the State be, and
they hereby are, ratified and approved as the Articles of Incorporation of the Corporation and
that they be inserted in the minute book of the Corporation.
Section 2. Ratification of the Adopted Bylaws. The Bylaws of the Corporation, as
adopted by the sole incorporator be, and they hereby are, ratified and approved as the Bylaws of
the Corporation and that such Bylaws be inserted in the minute book of the Corporation.
Section 3. Severability. The provisions of this resolution are hereby declared to be
severable and if any section, phrase or provision shall for any reason be declared to be invalid,
such declaration shall not affect the validity of the remainder of the sections, phrases and
provisions hereof.
Section 4. Governing Law. This resolution shall be construed and governed in
accordance with the laws of the State of California.
4828 - 9245- 6214.1
Section 5. Effective Date of Resolution. This resolution shall take effect immediately
upon its passage.
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4828- 9245- 6214.1
PASSED AND ADOPTED THIS 25h day of September, 2013.
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Attest:
By 1-4" IJ&j
Roberta Gafford, Secretary
y, PresidentBxecuy ve Manager
I, Roberta Gafford, Secretary for the Bakersfield Public Benefit Corporation, do hereby
certify that the foregoing resolution was passed and adopted at a meeting of the Board of
Directors held on the 25th day of September, 2013, by the following vote:
A es Directors: RIVERA, MAXWELL, WEIR, SMITH, HANSON, SULLIVAN, JOHNSON, HALL
Noes: Directors: NONE
Absent: Directors: NONE
Abstain: Directors: NONE
Approved as form by:
By f.6
Virgini ennar , Counsel to the
Bakersfield Public Benefit Corporation
4828- 9245- 6214.1
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