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Res 1999 - 78 Giving Final Approval to the Housing Program of Dakota Communities, Inc. & the Issuance & Sale of Housing Facilities Revenue Bonds Pursuant to a Joint Powers Agreement Entered into Connection TherewithRESOLUTION 99-78 A RESOLUTION GIVIlVG FINAL APPROVAL TO THE HOUSING PROGRAM OF DAKOTA COMMUNITIES, INC. AND THE ISSUANCE AND SALE OF HOUSING FACILITIES REVENUE BONDS PURSUANT TO A JOINT POWERS AGREEMENT ENTERED INTO IN CONNECTION THEREWITH BE IT RESOLVED by the City Council of the City of Mendota Heights, Minnesota (the "City"), as follows: 1. Authori . The City is, by the Constitution and laws of the State of Minnesota, includi.ng Minnesota Statutes, Chapter 462C, as amended (the "Act"), authorized to issue and sell its revenue bonds for the purpose of making or purchasing loans to finance certain housing developments authorized by the Act. 2. Authorization of Project; Documents Presented. Dakota Communities, Inc., a Minnesota nonprofit corporation (the "Corporation"), has proposed to this Council that the City issue and sell its City of Mendota Heights, Minnesota Housing Facilities Revenue Bonds (Dakota Communities, Inc. Project), Series 1999, in substantially the form set forth in the hereinafter-mentioned Indenture (the "Bonds"), pursuant to the Act and loan the proceeds thereof to the Corporation, in order to provide fmancing with respect to costs of a Housing Program, substantially in the form attached hereto as Exhibit A(the "Housing Program") including the funding of required reserves and to partially defray the costs of issuance of the Bonds all as authorized by the Act (the "Project");��Forms of the following documents relating to the Bonds have been submitted to the City or an attorney designated by the City: (a) Loan Agreement (the "Loan Agreement") dated as of November 1, 1999 between the City and the Corporation; and (b) Trust Indenture (the "Indenture") dated as of November l, 1999, between the City and Norwest Bank Minnesota, National Association, as trustee (the "Trustee"); and (c) Bond Purchase Agreement (the "Bond Purchase Agreement"), by and between Miller, Johnson and Kuehn, Incorporated (the "Underwriter"), the Corporation andthe City; and (d) Joint Powers Agreement Providing For The Issuance Of Revenue Bonds To Finance Housing Facilities (Dakota Communities, Inc. Project) (the "Joint Powers Agreement), between the City and the Cities of Eagan, South St. Paul, Inver Crrove Heights, West St. Pau1, Maplewood, Vadnais Heights and Crystal, Minnesota. 3. Findin�s. It is hereby found, determined and declared that: (a) The Project constitutes a housing project authorized by and described in the Act. iiooaza.i 2 (b) There is no litigation pendi.ng or, to the best of its knowledge, threatened against the City relating to the Bonds, the Loan Agreement, the Bond Purchase Agreement, the Joint Powers Agreement or the Indenture or questioning the due organization of the City, or the powers or authority of the City to issue the Bonds and undertake the transactions contemplated hereby. (c) The execution, delivery and performance of the City's obligations under the Bonds, the Indenture, the Bond Purchase Agreement, the Joint Powers Agreement and the Loan Agreement do not and will not violate any order of any court or other agency of government of which the City is aware or in which the City is a party, or any indenture, agreement or other instrument to which the City is a party or by which it or any of its property is bound, or be in conflict with, result in a breach of, or constitute (with due notice or lapse of tune or both) a default under any such indenture, agreement or other instrument. (d) It is desirable that the Bonds be issued by the City upon the terms set forth in the Indenture, under the provisions of which the City's interest in the Loan Agreement will be pledged to the Trustee as security for the payment of pri.ncipal of, premium, if any, and interest on the Bonds. (e) The Loan Agreement provides for payments by the Corporation to the Trustee for the account of the City of such amounts as will be sufficient to pay the principal of, premium, if any, and interest on the Bonds when due. The Loan Agreement obligates the Corporation to pay for all costs of operation and maintenance of the Project facilities, including adequate insurance, taxes and special assessments. (� Under the provisions of the Act, and as provided in the Loan Agreement and Indenture, the Bonds are not to be payable from nor charged upon any funds other than amounts payable pursuant to the Loan Agreement and moneys in the funds and accounts held by the Trustee which are pledged to the payment thereof; the City is not subject to any liability thereon; no owners of the Bonds shall ever have the right to compel the exercise of the taxing power of the City to pay any of the Bonds or the interest thereon, nor to enforce payment thereof against any property of the City; the Bonds shall not constitute a charge, lien or encumbrance, legal or equitable, upon any properiy of the City (other than the interest of the City in the Loan Repayments to be made by the Corporation under the Loan Agreement); and each Bond issued under the Indenture shall recite that such Bond, including interest thereon, sha11 not constitute or give rise to a chazge against the general credit or taxing powers of the City. 4. Approval and Execution of Documents. The forms of the Housing Program and the Loan Agreement, Indenture, Joint Powers Agreement and Bond Purchase Agreement referred to in paragraph 2, are approved. The Loan Agreement, Indenture, Joint Powers Agreement and Bond Purchase Agreement shall be executed in the name and on behalf of the City by the Mayor and the City Administrator, or executed or attested by other officers of the City, in substantially the form on file, but with a11 such changes therein, not inconsistent with the Act or other law, as may be iiooaza.i 3 approved by the officers executing the same, which approval shall be conclusively evidenced by the execution thereof; and then shall be delivered to the Trustee. 5. Approval, Execution and Delivery of Bonds. The City shall proceed forthwith to issue the Bonds, in an aggregate principal amount of not to exceed $2,500,000 in the form and upon the terms set forth in the Indenture, which terms are for this purpose incorporated in this resolution and made a part hereof; provided, however, that the initial aggregate principal amount of and the maturities of the Bonds, the interest rates thereon, and any provisions for the optional or mandatory redemption thereof sha11 all be as set forth in the fmal form of the Indenture to be approved, executed and delivered by the officers of the City authorized to do so by the provisions of this Resolution, which approval shall be conclusively evidenced by such execution and delivery; and provided fu.rther that, in no event, shall such maturities exceed 30 years or such rates of interest exceed 10.00% per annum. The Underv��riter has agreed pursuant to the provisions of the Bond Purchase Agreement, and subject to the conditions therein set forth, to purchase the Bonds at the purchase price set forth in the Bond Purchase Agreement, and said purchase price is hereby accepted. The Mayor, City Administrator and other City officers are authorized and directed to prepare and execute the Bonds as prescribed in the Indenture and to deliver them to the Trustee, together with a certified copy of this Resolution and the other documents required by Section 2.06 of the Indenture, for authentication, registration and delivery to the Underwriter. As provided in the Indenture, each Bond shall contain a recital that it is issued pursuant to the Act, and such recital shall be conclusive evidence of the validity and regularity of the issuance thereof. 6. Official Statement. The City hereby approves the form of and consents to the circulation by the Underwriter of the Official Statement in offering the Bonds for sa1e; provided, however, that the City has not participated in the preparation of the Official Statement or independently verified the information in the Official Statement and takes no responsibility for, and makes no representations or warranties as to, the accuracy or completeness of such information. 7. Certificates, Additional Agreements, etc. The Mayor, City Administrator and other officers of the City are authorized and directed to prepare and furnish to bond counsel and the purchaser of the Bonds, when issued, certified copies of all proceedings and records of the City relating to the Bonds, such additional agreements as may be necessary in connection with the issuance of the Bonds and such other affidavits and certificates as may be required to show the facts appeari.ng from the books and records in the officers custody and control or as otherwise known to them; and a11 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. iiooaaz.i ' 4 Adopted by the City Council of the City of Mendota Heights, Minnesota the 16�' day of November, 1999. ��� ����� Mayor ATTEST: �2�� �l erk 1100422.1