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HomeMy WebLinkAboutRESOLUTIONS - 08021994 - 94-391 RESOLUTION OF THE BOARD OF SUPERVISORS CONTRA COSTA COUNTY,CALIFORNIA RESOLUTION N0. 94/391 RESOLUTION OF THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY AUTHORIZING THE ISSUANCE AND SALE OF TAX AND REVENUE ANTICIPATION NOTES ON BEHALF OF THE SAN RAMON VALLEY UNIFIED SCHOOL DISTRICT FOR FISCAL YEAR 1994-1995 IN THE PRINCIPAL AMOUNT OF NOT TO EXCEED$20,000,000 AND APPROVING RELATED DOCUMENTS AND OFFICIAL ACTIONS On motion of Supervisor Torlakson duly seconded and carried, the following resolution was adopted: RESOLVED, by the Board of Supervisors of Contra Costa County, California, as follows: WHEREAS, pursuant to Article 7.6 (commencing with section 53850) of Chapter 4 of Part 1 of Division 2 of Title 5 of the California Government Code (the "Law"), a school district organized and existing under the laws of the State of California is authorized to borrow money by the issuance of temporary notes, the proceeds of which may be used and expended for any purpose for which such school district is authorized to spend moneys; and WHEREAS, pursuant to the Law, such notes are required to be issued in the name and on behalf of such school district by the board of supervisors of the county, the county superintendent of which has jurisdiction over such school district, as soon as possible following receipt of a resolution of the governing board of such school district requesting such borrowing; and WHEREAS, the Board of Education of the San Ramon Valley Unified School District (the "District") has heretofore adopted its Resolution No. 15/94-95 on June 30, 1994 (the "District Resolution) finding and determining that it is desirable that the District borrow funds in an amount not to exceed $20,000,000 with respect to the fiscal year 1994-1995 for authorized purposes of the District, and requesting that the Board of Supervisors (the "Board") of the County of Contra Costa (the "County") for that purpose authorize the sale and issuance of tax and revenue anticipation notes in the name, and on behalf of, the District in the principal amount of not to exceed $20,000,000 under and pursuant to the provisions of the Law; and WHEREAS, pursuant to said District Resolution, the District has approved the sale of such notes to Altura, Nelson do Co., Incorporated as underwriter (the "Underwriter"), and has approved the form of an official statement (the "Official Statement") relating to the offering and sale of such notes for the District; NOW,THEREFORE,it is hereby DETERMINED and ORDERED as follows: -1- Section 1. Recitals True and Correct. All of the recitals herein set forth are true and correct and the Board so finds and determines. Section 2. Approval of kggmest of District. The Board hereby approves the request of the District for the Board of Supervisors to issue notes on its behalf. Section 3. Limitation on Maximum Amount. The principal amount of notes issued pursuant hereto, when added to the interest payable thereon, shall not exceed eighty-five percent (85%) of the estimated amount of the uncollected taxes, revenue and other moneys of the District for the general fund of the District attributable to Fiscal Year 19941995, and available for the payment of said notes and the interest thereon (as hereinafter provided). Section 4. Authorization and Terms of Notes. Solely for the payment of current expenses, capital expenditures and other obligations payable from the general fund of District during or allocable to Fiscal Year 1994-1995, and not pursuant to any common plan of financing, the Board hereby determines to and shall borrow the aggregate principal sum of not to exceed Twenty Million Dollars ($20,000,000) in the name and on behalf of the District. Such borrowing shall be by the issuance of temporary notes under the Law, designated the "San Ramon Valley Unified School District (Contra Costa County, California) 1994-1995 Tax and Revenue Anticipation Notes" (the "Notes"). The Notes shall be dated as of their date of issuance. The exact principal amount of the Notes and the maturity date thereof shall be set forth in the Purchase Contract approved pursuant to Section 13 hereof (the "Purchase Contract"). The Notes shall bear interest from their date, payable at maturity and computed on a 30-day month/360-day year basis, at a rate of interest set forth in the Purchase Contract approved pursuant to Section 13 hereof (the "Purchase Contract"). Both the principal of and interest on the Notes shall be payable in lawful money of the United States of America, upon presentation and surrender thereof at the principal office of First Interstate Bank of California., as paying agent, in San Francisco, California. Section 5. Form of Notes. The Notes shall be issued in fully registered form, without coupons, and shall be substantially in the form and substance set forth in Exhibit A attached hereto and by reference incorporated herein, the blanks in said form to be filled in with appropriate words and figures. The Notes shall be numbered from 1 consecutively upward, shall be in the denomination of$5,000 each or any integral multiple thereof. Section 6. Use of Proceeds. The moneys so borrowed shall be deposited in the Treasury of the County in a proceeds fund to the credit of the District to be withdrawn,used and expended by the District for any purpose for which it is authorized to expend funds from the general fund of the District,including, but not limited to, current expenses, capital expenditures and the discharge of any obligation or indebtedness of the District. Section 7. Security The principal amount of the Notes, together with the interest thereon, shall be payable from'taxes, revenue and other moneys which are received by the District for the general fund of the District for the Fiscal Year 1994-1995. As security for the payment of the principal of and interest on the Notes,the Board,in the name of the District, hereby pledges the first "unrestricted moneys", as hereinafter defined, (a) in the amount of fifty percent (50%) of the principal amount of the Notes, such amount to be received by the County on behalf of the District in the month of January,1995, and (b) in the amount of fifty percent (50%) of the principal amount of the Notes, plus an amount equal to all interest due -2- on the Notes at maturity, such amount to be received by the County on behalf of the District in the month of May, 1995 (the "Pledged Revenues"). The principal of the Notes and the interest thereon shall constitute a first lien and charge thereon and shall be paid from the Pledged Revenues. To the extent not so paid from the Pledged Revenues, the Notes shall be paid from any other moneys of the District lawfully available therefor. In the event that there are insufficient unrestricted moneys received by the District to permit the deposit in the Repayment Fund, as hereinafter defined, of the full amount of the Pledged Revenues to be deposited in any month on the last business day of such month, then the amount of any deficiency shall be satisfied and made up from any other moneys of the District lawfully available for the repayment of the Notes and interest thereon. The term "unrestricted moneys" shall mean taxes, income, revenue and other moneys intended as receipts for the general fund of the District and which are generally available for the payment of current expenses and other obligations of the District. Section 8. Paying Agent. First Interstate Bank, Ltd. is hereby appointed to act as the paying agent of the District (the "Paying Agent") for the purpose of paying to the Note holders upon presentation thereof, at its principal corporate trust office in San Francisco, California, both the principal of and interest on the Notes at maturity and to perform such other duties and powers of the Paying Agent as are prescribed in this Resolution. Section 9. Rcpayment Fund. There is hereby created a special fund to be held on behalf of the District by the Treasurer-Tax Collector separate and distinct from all other County and District funds and accounts designated the "San Ramon Valley Unified School District 1994-1995 Tax and Revenue Anticipation Notes Repayment Fund" (the "Repayment Fund") and applied as directed in this Resolution. Any money placed in the Repayment Fund shall be for the benefit of the registered owners of the Notes, and until the Notes and all interest thereon are paid or until provision has been made for the payment of the Notes at maturity with interest to maturity, the moneys in the Repayment Fund shall be applied solely for the purposes for which the Repayment Fund is created; provided, however, that any interest earned on amounts deposited in the Repayment Fund shallperiodically be transferred to the general fund of the District. During the months of January, 1995, and May, 1995, all Pledged Revenues shall be deposited into the Repayment Fund. On the date of maturity of the Notes, the Treasurer- Tax Collector shall transfer to the Paying Agent the moneys in the Repayment Fund necessary to pay the principal of and interest on the Notes at maturity and,to the extent said moneys are insufficient therefor, an amount of moneys from the District's general fund which will enable payment of the full principal of and interest on the Notes at maturity. Any moneys remaining in the Repayment Fund after the Notes and the interest thereon have been paid, or provision for such payment has been made, shall be transferred to the general fund of the District. Section 10. Pvosit and Investment of Repayment Fund. Moneys in the Repayment Fund shall, to the greatest extent possible, be invested by the Treasurer-Tax Collector, or such other appropriate investment officer of the County,in investments as permitted by the laws of the State of California as now in effect and as hereafter amended. Section 11. Execution of Notes. The Notes shall be executed in the name and on behalf of the District, with the manual or facsimile signature of the Treasurer-Tax Collector -3- or one or more of his duly authorized deputies and the manual or facsimile counter- signature of the Clerk of the Board of Supervisors (although at least one of such signatures shall be manual) with the seal of the Board impressed thereon, and said officers are hereby authorized to cause the blank spaces thereof to be filled in as may be appropriate. Section 12. Covenants and Warranties. Based on the representations and covenants of the District, it is hereby covenanted and warranted by the Board that all representations and recitals contained in this Resolution as to the County are true and correct, and that the Board has reviewed all proceedings heretofore taken relative to the authorization of the Notes and has found, as a result of such review, and hereby finds and determines that all acts,conditions and things required by law to exist, happen and be performed precedent to and in the issuance of the Notes have existed, happened and been performed in due time, form and manner as required by law,and the Board is duly authorized to issue the Notes in the name and on behalf of the District and incur indebtedness in the manner and upon the terms provided in this Resolution. The Board and the District and their appropriate officials have duly taken all proceedings necessary to be taken by them, and will take any additional proceedings necessary to be taken by them, for the prompt collection and enforcement of the taxes, revenue, cash receipts and other moneys pledged hereunder in accordance with law and for carrying out the provisions of this Resolution. Section 13. Sale of Notes. The Board hereby approves the sale of the Notes by negotiation with the Underwriter, pursuant to the Purchase Contract by and among the District, the County and the Underwriter, in substantially the form on file with the Clerk of the Board together with any changes therein or additions thereto approved by the District in accordance with the District Resolution. The Purchase Contract shall be executed in the name and on behalf of the County by the Treasurer-Tax Collector, who is hereby authorized and directed to execute and deliver said form of Purchase Contract on behalf of the County upon submission of a proposal by the Underwriter to acquire the Notes, which proposal is acceptable to the Director, Fiscal Services of the District. The Notes shall be sold to the Underwriter for a purchase price at least equal to ninety-eight percent (98%) of the par amount thereof, and the rate of interest to be borne by the Notes shall not exceed five percent (5%) per annum. The Purchase Contract shall specify, among other matters, the purchase price of the Notes, the rate of interest to be borne by the Notes, and the date of maturity of the Notes. Section 14. Official Statement. The District has, in the District Resolution, approved and deemed nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934, the preliminary Official Statement describing the Notes, in the form submitted by Underwriter and on file with the Secretary. The Board hereby authorizes the Underwriter to distribute said Official Statement in connection with the sale of the Notes. Section 15. Further AgRrovals. The Chairman of the Board, the Treasurer-Tax Collector, the Clerk of the Board, and any officer of the Board or the County, is further authorized and directed to make, execute and deliver to the Underwriter. (a) a certificate attesting to the use of the proceeds of the Notes, the investment thereof, and any other matters relating to the exclusion of the interest on the Notes from gross income for federal income taxation purposes pursuant to applicable federal tax law-, (b) a certificate certifying to the due execution of the Notes; (c) a receipt evidencing the payment of the purchase price of the Notes, which receipt shall be conclusive evidence that said purchase price has been paid and has been received by the County on behalf of the District; and (d) such other certifications and documentation as may be required under the Purchase Contract in connection with the sale and issuance of the Notes. The Underwriter is hereby authorized to rely upon and shall be justified in relying upon any such certificate or other document with respect to the Notes executed pursuant to the authority of this resolution. Section 16. Limited LiabilitX. Notwithstanding anything to the contrary contained herein, in the Notes or in any other document mentioned herein, neither the County nor the Board shall have any liability hereunder or by reason hereof or in connection with the transactions contemplated hereby and the Notes shall be payable solely from the moneys of the District available therefor as set forth in Section 7 hereof. Section 17. Effectiveness of Resolution. This resolution shall take effect from and after its passage and adoption. I I hereby certify that the foregoing is a true and correct copy of a resolution adopted by the Board of Supervisors of Contra Costa County at a regular meeting held on Aug. 2 , 1994,by the following vote: AYES: Supervisors Smith, Bishop, DeSaulnier, Torlakson, Powers NOES: None ABSENT: None By Chairman [SEAL-] Attest: Phil .•Batchelor, Clerk of the Board of Supervisors and County Administrator By Deputy Cl rk of the Bo£M of Supervisors -6-