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HomeMy WebLinkAboutMINUTES - 12181984 - 1.69 1 RESOLUTION NO. o T/76 RESOLUTION OF THE BOARD OF SUPERVISORS OF THE COUNTY OF CONTRA COSTA AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF COUNTY OF CONTRA COSTA VARIABLE RATE MULTIFAMILY MORTGAGE REVENUE DEMAND BONDS, 1985 ISSUE A, AUTHORIZING THE EXECUTION AND DELIVERY OF AN INDENTURE, LETTER OF CREDIT AGREEMENT, ORIGINATION AND SERVICING AGREEMENT, VARIOUS DEVELOPER AGREEMENTS, INCLUDING THE REGULATORY AGREEMENTS ATTACHED THERETO, VARIOUS ADMINISTRATION AGREEMENTS, AGREEMENT TO PURCHASE, OFFICIAL STATEMENT, PURCHASE CONTRACT AND CERTAIN SURETY ARRANGEMENTS, AND AUTHORIZING THE EXECUTION AND DELIVERY OF AND APPROVING OTHER RELATED DOCUMENTS AND APPROVING OTHER RELATED ACTIONS IN CONNECTION THEREWITH WHEREAS, Chapter 7 of Part 5 of Division 31 of the Health and Safety Code of the State of California (the "Act" ) authorizes counties to incur indebtedness for the purpose of financing the construction or development of multifamily rental housing and for the provision of capital improvements in connection with and determined necessary to such multifamily housing, and the Act provides a complete, additional and alternative method for doing the things authorized thereby; WHEREAS, the Board of Supervisors (the "Board of Supervisors" ) of the County of Contra Costa (the "County" ) hereby finds and declares that it is necessary, essential and a public purpose for the County to engage in a program (the "Program" ) of financing the construction and development of multifamily rental housing, and has determined to borrow money for such purpose by the issuance of revenue bonds as authorized by the Act; WHEREAS, this Board of Supervisors hereby finds and declares that this resolution is being adopted pursuant to the powers granted by the Act; WHEREAS, certain cities within the County and the County of Sonoma have requested that the County include rental housing developments in its community in the County' s issuance of bonds to finance said housing, and have approved cooperative agreements with the County for said purpose; WHEREAS, the developers listed in Exhibit A (the "Owners" ) of the rental housing projects listed in Exhibit A (the "Projects" ) have requested that the County issue and P- Olk-UTION N6, F�06 00 151 'sell the Bonds (hereinafter defined) for the purpose of financing the construction and development of the Projects. WHEREAS, a notice of a public hearing with respect to the proposed issuance of the Bonds has been published; WHEREAS, on December 4, 1984, said public hearing was held before this Board of Supervisors, and an opportunity was provided for interested parties to present arguments for and against the issuance of the Bonds; WHEREAS, it has been recommended to this Board of Supervisors that Bankers Trust Company be included as an additional underwriter of the Bonds; WHEREAS, all conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of the Bonds and the implementation of the Program as contemplated by this resolution and the documents referred to herein exist, have happened and have been performed in due time, form and manner as required by the laws of the State of California, including the Act; and WHEREAS, since rent subsidies or other financial aid from the federal or state government are not available for commitment to the Projects, the Board of Supervisors hereby finds that it is not feasible for at least one-half of the units of each Project to be reserved for lower income tenants for occupancy on a priority basis by individuals or families whose adjusted gross income does not exceed 50 percent of the median adjusted gross income for the area, as median adjusted gross income may from time to time be determined pursuant to Section 8 of the United States Housing Act of 1937 . NOW, THEREFORE, BE IT RESOLVED by the Board of Supervisors of the County of Contra Costa, as follows: 1 . This Board of Supervisors does hereby find and declare that the above recitals are true and correct. 2 . Pursuant to the Act and the Indenture (hereinafter defined) , revenue bonds of the County, designated as "County of Contra Costa Variable Rate Multifamily Mortgage Revenue Demand Bonds, 1985 Issue A" in an aggregate principal amount not to exceed $25, 000, 000 (the "Bonds" ) , are hereby authorized to be issued. The Bonds shall be executed by the manual or facsimile signature of the Chair of the Board of Supervisors, the seal or facsimile of the seal of the County shall be impressed or reproduced 2 040511-0016-186-5342s 115 thereon and attested by the manual or facsimile signature of the County Administrator and Ex Officio Clerk of the Board of Supervisors, in the form set forth in and otherwise in accordahce with the Indenture. 3 . The proposed form of indenture (the "Indenture" ) between the County and Security Pacific National Bank (the "Trustee" ) , in substantially the form presented to this meeting, is hereby approved. The Chair of the Board of Supervisors (the "Chair" ) is hereby authorized and directed, ' for and in the name and on behalf of the County to execute and deliver the Indenture, and the County Administrator and Ex Officio Clerk of the Board of Supervisors is hereby authorized and directed, for and in the name and on behalf of the County, to attest the Indenture, in substantially said form, with such additions thereto or changes therein as are recommended or approved by either of them upon consultation with the Director of Planning and Bond Counsel to the County (including such additions or changes as are necessary or advisable in accordance with Section 13 , provided that no additions or changes shall authorize an aggregate principal amount of Bonds in excess of $25, 000, 000, result in an initial interest rate on the Bonds in excess of 10% per annum) , the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Indenture. The date, maturity dates, interest rate or rates, interest payment dates, denominations, form, registration privileges, manner of execution, place of payment, terms of redemption and other terms of the Bonds shall be as provided in the Indenture as finally executed. 4. The proposed form of letter of credit agreement (the "LC Agreement" ) among the County, the Trustee, and World Savings and Loan Association, Federal Savings and Loan Association (the "Association" ) , in substantially the form presented to this meeting, is hereby approved. The proper officers of the County, including the Chair, the Vice-Chair of the Board of Supervisors (the "Vice-Chair" ) , the County Administrator and the Director of Planning, are hereby authorized and directed for and in the name of and on behalf of the County, to execute and deliver the LC Agreement in substantially said form, with such additions thereto or changes therein as are recommended or approved by such officers upon consultation with the Director of Planning and Bond Counsel to the County including such additions or changes as are necessary or advisable in accordance with Section 13, the approval of such changes to be conclusively evidenced by the execution and delivery of said LC Agreement. Industrial Indemnity is hereby approved as provider of a surety -bond in connection with issuance of the Bonds. 3 040511-0016-186-5342s 00 153 S. The proposed form of origination and servicing agreement (the "Origination Agreement" ) among the County, the Trustee. and the Association, in substantially the form presented to this meeting, is hereby approved. The proper officers of the County, including the Chair, the Vice-Chair, the County Administrator and the Director of Planning, are hereby authorized and directed, for and in the name and on behalf of the County, to execute and deliver the Origination Agreement in substantially said form, with such additions thereto or changes therein as are recommended or approved by such proper offices upon consultation with the Director of Planning and Bond Counsel to the County including such additions or changes as are necessary or advisable in accordance with Section 13, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Origination Agreement. The designation of the Association and the allocation thereto of the moneys to be made available by the issuance of the Bonds is hereby approved, and is found to be made on a fair and equitable basis considering the public purposes of the Program and the requirements of the County and the Program. 6. The proposed forms of the developer agreements (the "Developer Agreements" ) including the regulatory agreements (the "Regulatory Agreements" ) attached thereto as Exhibit A, among the County, the Trustee, the Association and each Owner, in substantially the form presented to this meeting, are hereby approved. The proper officers of the County, including the Chair, the Vice-Chair, the County Administrator and the Director of Planning, are hereby authorized and directed for and in the name of and on behalf of the County, to execute and deliver the Developer Agreements and the Regulatory Agreements in substantially said form, with such additions thereto or changes therein as are recommended or approved by such proper officers upon consultation with the Director of Planning and Bond Counsel to the County including such additions or changes as are necessary or advisable in accordance with Section 13, ( including, but not limited to the identity of the Owners) the approval of such changes to be conclusively evidenced by the execution and delivery of said Developer Agreements and Regulatory Agreements. 7 . Bankers Trust Company is hereby designated as an additional underwriter of the Bonds. The proposed form of bond purchase contract (the "Purchase Contract" ) among the County and Dean Witter Reynolds Inc. , Bankers Trust Company and Fiser Financial & Investment Services (the "Underwriters" ) in substantially the form presented to this meeting, is hereby approved. The Chair or, in his or her absence, the Vice-Chair, the County Administrator or the 4 040511-0016-186-5342s R0LuT'10N N0 �y/�6 y 00 154 Director of Planning, is hereby authorized and directed, for and in the name and on behalf of the County, to accept the offer of the Trustee to purchase the Bonds contained in the Purchase Contract (when such offer is made) and to execute and deliver said Purchase Contract in substantially said form, with such additions thereto or changes therein as are recommended or approved by him upon consultation with the Director of Planning and Bond Counsel to the County, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Purchase Contract, provided that the underwriters' discount shall not exceed 2% of the aggregate principal amount of the Bonds. 8 . The proposed forms of administration agreement (the "Administration Agreements" ) between the County and the County of Sonoma and the City of Martinez, respectively, are hereby approved. The proper officers of the County, including the Chair, the Vice-Chair, the County Administrator and the Director of Planning, are hereby authorized and directed for and in the name of and on behalf of the County, to execute and deliver the Administration Agreements in substantially said form, with such additions or changes therein as are recommended or approved by such proper officers upon consultation with the Director of Planning and Bond Counsel to the County, including such additions or changes as are necessary or advisable in accordance with Section 13 , the approval of such changes to be conclusively evidenced by the execution and delivery of said Administration Agreements. The Director of Planning is hereby authorized to determine the amount of compensation to be paid to the County of Sonoma and the City of Martinez pursuant to said Administration Agreements. 9 . The proposed form of Agreement to Purchase (the "Agreement to Purchase" ) among the County, the Association and the Trustee is hereby approved. The proper officers of the County, including the Chair, the Vice-Chair, the County Administrator and the Director of Planning, are hereby authorized and directed for and in the name of and on behalf of the County, to execute and deliver the Agreement to Purchase in substantially said form, with such additions or changes therein as are recommended or approved by such proper officers upon consultation with the Director of Planning and Bond Counsel to the County including such additions or changes as are necessary or advisable in accordance with Section 13, the approval of such changes to be conclusively evidenced by the execution and delivery of said Agreement to the Purchase. 5 hh 040511-0016-186-5342s V'Q 155 10. The proposed form of official statement relating to the Bonds (the "Official Statement" ) , in substantially the form presented to this meeting, is hereby approved. The Chair or, in his or her absence, the Vice-Chair, the County Administrator or the Director of Planning, is hereby authorized and directed, for and in the name and on behalf of the County, to execute the Official Statement in substantially said form, with such additions thereto or changes therein as are recommended or approved by him upon consultation with the Director of Planning and Bond Counsel to the County, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Official Statement. The Underwriters are hereby authorized to distribute copies of said Official Statement to persons who may be interested in the purchase of the Bonds and are directed to deliver such copies to all actual purchasers of the Bonds. Distribution by the Underwriters of a preliminary official statement relating to the Bonds, if any, is hereby approved and authorized. 11 . The Bonds, when executed, shall be delivered to the Trustee for authentication. The Trustee is hereby requested and directed to authenticate the Bonds by executing the Trustee' s certificate of authentication and registration appearing thereon, and to deliver the Bonds, when duly executed and authenticated, to the Underwriters in accordance with written instructions executed on behalf of the County by the Chair, the Vice-Chair, the County Administrator or the Director of Planning, which instructions said officer is hereby authorized and directed, for and in the name and on behalf of the County, to execute and deliver to the Trustee. Such instructions shall provide for the delivery of the Bonds to the Underwriters in accordance with the Purchase Contract, upon payment of the purchase price therefor. 12 . It is the purpose and intent of this Board of Supervisors that this resolution constitute approval of the Bonds by the applicable elected representative in accordance with Section 1O3 (k) of the Internal Revenue Code of 1954, as amended. 13 . All actions heretofore taken by the officers and agents of the County with respect to the establishment of the Program and the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and the proper officers of the County, including the Chair, the Vice-Chair, the County Administrator and the Director of Planning, are hereby authorized and directed, for and in the name and on behalf of the County, to do any and all things and take any .and all actions and execute and deliver any and all certificates, agreements and other documents, which they, or any of them, 6 040511-0016-186-5342s may deem necessary or advisable in order to consummate the lawful .issuance and delivery of the Bonds in accordance with this resolution and resolutions heretofore adopted by the County °and in order to carry out the Program, including but not limited to those certificates, agreements and other documents described in the Indenture, the LC Agreement, the Origination Agreement, the Developer Agreements, including the Regulatory Agreements, the Purchase Contract, the Administration Agreements and the other documents herein approved and any certificates, agreements on documents as may be necessary to further the purpose hereof, evidence credit support or additional security for the Bonds or for the Association' s obligation under the Letter of Credit, but which shall not create any obligation or liability of the County other than with respect to the revenues and assets derived from the proceeds of the Bonds. 14. This resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED this 18th day of December, 1984, by the following vote: AYES: Supervisors Powers , Fanden, McPeak, Schroder , Torlakson. NOES: None. ABSTAINING: None . ABSENT: None . Chair ATTEST: Phil Batchlor County Administrator and Ex-Officio Clerk of the Board of Supervisors By cc : County Counsel Deputy Clerk County Administrator Auditor-Controller Orrick Herrington & Sutcliff. World Savings Fiser Dean Witter Reynolds Caine, Grissel , Midgley, Slater 7 040511-0016-186-5342s 00 157 -r T . MORTGAGE REVENUE .BONDS MULTIFAMILY 1985 2 . BONDS ISSUANCE AUTH VARIAtLE RATE i