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HomeMy WebLinkAboutMINUTES - 12011987 - 1.124 I COUNTY OF CONTRA COSTA RESOLUTION NO. 87/683 I A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE COUNTY OF CONTRA COSTA AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF VARIABLE RATE DEMAND MULTIFAMILY MORTGAGE REVENUE BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $5, 100, 000 FOR THE PURPOSE OF MAKING A LOAN 41 TO EL CERRITO ROYALE, A CALIFORNIA GENERAL PARTNERSHIP TO PROVIDE THE CONSTRUCTION AND PERMANENT FINANCING OF THE COST OF DEVELOPING A MULTIFAMILY RENTAL HOUSING PROJECT, DETERMINING AND PRESCRIBING CERTAIN. MATTERS RELATING THERETO, AND APPROVING AND AUTHORIZING RELATED ACTIONS AND THE EXECUTION AND DELIVERY OF RELATED DOCUMENTS AND AGREEMENTS. . z t WHEREAS, the County of Contra Costa (the "County" ) is allegal subdivision and body corporate and politic of the Sitat e of California; and r 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 I 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 such financing; and WHEREAS, the County 'desires to engage in a program (the "Program" ) of financing the construction and development of a multifamily rental housing development (the "Project" ) , .pursuant to the Act, and in order to do so intends to sell and ilssue multifamily mortgage revenue bonds in an amount not to exceed $5, 100, 000, as authorized by the Act; and WHEREAS, the Board of Supervisors of the County (the Board" ) has now determined to provide financing for the ' Project for the purpose of providing housing for low income persons or families; and WHEREAS, providing such financing promotes the purposes of the Act, is in. the public interest, serves a public purpose, promotes the health, welfare and safety of the citizens of the County, and constitutes a municipal affair; and 1930B I Whereas, the Board has determined to provide secondary financing, utilizing Community Development Block Grant funds, for the Project for the purpose of providing affordable rents to families in addition to those which otherwise result from the Program financing, by making a loan for certain fees and expenses: and WHEREAS, the Board hereby finds and declares that this resolution is being adopted pursuant to the powers granted by the Act; and WHEREAS, there have been prepared and presented to this Board for consideration at this meeting the documentation required for the issuance of bonds for such financing; and i WHEREAS, it appears that each of the documents which ins now before this meeting is in appropriate form and is an appropriate instrument to be executed and delivered for the pirposes intended; and WHEREAS, Security Pacific Merchant Bank (the "Underwriter" ) , has expressed its intention to purchase the bonds authorized hereby, and this Board finds that the public interest and necessity require that the County at this time make arrangements for the sale of such bonds; WHEREAS, the Internal Revenue Code of 1986, as amended, requires that prior to issuance, private activity bonds be approved by the applicable elected representatives of the governmental unit issuing such bonds, after a public hearing held following reasonable public notice; i WHEREAS, this Board is the applicable elected riepresentative of the County; WHEREAS, there was published, on August 10, 1987, in the Contra Costa Times, a notice that a public hearing regarding the issuance of bonds by the County would be held by this Board on August 25, 1987; I WHEREAS, this Board held such public hearing on August 25, 1987; and WHEREAS, all acts, conditions and things required by the Act and by all other laws of the State of California, to exist, to have happened and to have been performed precedent to and in connection with the issuance of the bonds authorized hereby exist, have happened, and have been performed in regular and due time, form and manner as required by law, and the County is now duly authorized and empowered, pursuant to i 2 1930B I each and every requirement of law, to issue such bonds for the purpose, in the manner and upon the terms herein provided; NOW, THEREFORE, BE IT RESOLVED by the Board of Supervisors. of the County of Contra Costa, as follows: I 1 . Pursuant to the Act and the Indenture (hereinafter defined) , revenue bonds of the County, to be designated as "County of Contra Costa Variable Rate Demand Multifamily Mortgage Revenue Bonds, 1987 Issue A (E1 Cerrito Royale) " (the "Bonds" ) , in an aggregate principal 'amount not to exceed $5, 100,000, are hereby authorized to be issued. The Bonds shall be in the forms set forth in and otherwise in accordance with the Indenture, and shall be executed by the manual or facsimile signature of the Chair of the Board of Supervisors, and the facsimile seal of the County shall be impressed or reproduced thereon and attested by the manual or facsimile signature of the County Administrator and Ex-Officio Cilerk of the Board of Supervisors. 2 . Security Pacific Merchant Bank is hereby designated underwriter of the Bonds for the County. i 3 . Orrick, Herrington & Sutcliffe is hereby designated bond counsel to the County with respect to the issuance of the Bonds. 4. The proposed form of Indenture of Trust (the ",Indenture" ) between the County and The Bank of California, N.A. , as trustee (the "Trustee" ) , in substantially the form I to this meeting, is hereby approved. Each of the Chair of the Board of Supervisors, the Vice Chair of the Board of Supervisors, the County Administrator, the Director of Community Development, or the Deputy Director - Redevelopment (the "Designated Officers" ) is hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute and to deliver the Indenture in substantially said form, with such additions thereto or changes therein as the officer executing the Indenture may require or may approve (provided that such additions or changes shall not authorize an aggregate principal amount of Bonds in excess of the amount stated above or result in an initial stated interest rate on the Bonds in excess of twelve percent (12%) per annum) , the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the Indenture. The Designated Officers of the County are hereby authorized to select a qualified financial institution to act as Trustee under the Indenture (the 'Trustee" ) . The Trustee, date, maturity dates, interest rate or rates, interest payment dates, denominations, form, registration privileges, manner of execution, place of 3 1930B i payment, terms of redemption and other terms of the Bonds ,a I'm P sl all be as provided. in the Indenture as finally executed. 5. The proposed form of Bond Purchase Agreement Me "Purchase Agreement" ) among the County, E1 Cerrito Royale, a California Limited Partnership (the "Developer" ) , and the Underwriter, in substantially the form presented to this meeting, is hereby approved. Any of the Designated Officers of the County are hereby authorized and directed, for and in the name and on behalf of this Board and the County, to aiccept the offer of the Underwriter to purchase the Bonds contained in the Purchase Agreement (when such offer is made and if such offer is consistent with Section 2 hereof) and to execute and deliver the Purchase Agreement for and in the name and on behalf of this Board and the County, in substantially said form, with such additions thereto or changes therein ('iconsistent with the final Official Statement approved by a Designated Officer of the County in accordance with Section 6 hlereof) as the officer executing the Purchase Agreement may deem necessary or advisable, the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the Purchase Agreement as so added to or changed. 6. The proposed form of Loan Agreement (the "Loan Agreement" ) by and among the County, the Trustee and the DIeveloper, as owner of the Project, in substantially the form presented to this meeting, is hereby approved. Any of the Designated Officers of the County are hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute and deliver the Loan Agreement with such additions or changes therein as the officer executing the Loan Agreement may require or approve, the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the Loan Agreement as so added to or changed. 7. The proposed form of Regulatory Agreement and Declaration of Restrictive Covenants (the "Regulatory Agreement" ) by and among the County, the Trustee, the Developer and St. John' s Land Partnership, in substantially the form presented to this meeting, is hereby approved. Any oif the Designated Officers of the County are hereby authorized and directed, for and in, the name and on behalf of this Board I the County, to execute and deliver, the Regulatory Agreement, with such additions or changes as the officer eixecuting the Regulatory Agreement may require or approve, the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the Regulatory Agreement as so added to or changed. 4 1�930B I I 8. The proposed form of Official Statement relating to the Bonds (the "Official Statement" ) , in substantially the form presented to this meeting, to be used in connection with the offer and sale of the Bonds, is hereby approved, and the` Board hereby ratifies and approves distribution by the Underwriter of the preliminary Official Statement to prospective purchasers of the Bonds. Any of the Designated Officers of the County are hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute the final Official Statement, with such additions thereto or changes therein as the officer executing the Official Statement may require or approve, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of the Official Statement as so added to or changed. Such changes may include those as to the principal amount, maturity schedule, interest rates and redemption features of the Bonds as will effectuate the purposes of this resolution, provided, however, that no change resulting in an aggregate principal amount of Bonds in excess of $5, 100, 000 or an initial stated interest rate on the Bonds in excess of twelve percent ( 12%) per annum may be made. 9. The proposed form of Remarketing Agent Agreement (the "Remarketing Agent Agreement" ) by and among the County, the Trustee and Security Pacific Merchant Bank in substantially the form presented to this meeting, is hereby approved. Any of the Designated Officers of the County are hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute and deliver the Remarketing Agent Agreement, with such additions or changes therein as the officer executing the Remarketing Agent Agreement may require or approve, the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the Remarketing Agent Agreement as so added to or changed. 10. The proposed form of Intercreditor Agreement (the "Intercreditor Agreement" ) by and among the County, the Trustee and Security Pacific National Bank, in substantially the form presented to this meeting, is hereby approved. Any of the Designated Officers of the County are hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute and deliver the Intercreditor Agreement, with such additions or changes therein as the officer executing the Intercreditor Agreement may require or approve, the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the Intercreditor Agreement as so added to or changed. 11 . The proposed form of Memorandum of Assignment of First Deed of Trust and First Assignment of Rents and Leases 5 1930B (the "Memorandum of Assignment" ) by the County to the Trustee, in substantially the form presented to this meeting, is hereby approved. Any of the Designated Officers of the County are hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute and deliver the Memorandum of Assignment, with such additions or changes as the officer executing the Memorandum of Assignment may require or approve, the approval of such additions or changes to be evidenced conclusively by. the execution and delivery of the Memorandum of Assignment as so added to or changed. 12 . The reallocation of $125, 000 in Community Development Block Grant Funds from the Housing Development Assistance Fund to the Developer in the form of a deferred loan is hereby approved (Activity 13-78) . The proposed forms of the Promissory Note and Deed of Trust of the Developer relating to such deferred loan to the Developer and the Amended and Restated Disposition and Development Agreement, among the County, St. John' s Land Partnership and the Developer (collectively, "the Developer Documents" ) , in substantially the forms presented to this meeting are hereby approved. Any of the Designated Officers of the County are hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute and deliver the Developer Documents, with such additions or changes therein as the officer executing the Developer Documents may require or approve, the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the Developer Documents as so added to or changed. 13 . The Bonds, which may be in temporary or definitive form, , 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 Underwriter in accordance with written instructions executed on behalf of this Board and the County by any Designated Officer, which instructions said officer is hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute and deliver to the Trustee. Such instructions shall provide for the delivery of the Bonds to the Underwriter in accordance with the Purchase Agreement, upon payment of the purchase price thereof. 14. As the applicable elected representative of the County, this Board hereby approves the issuance of the Bonds. 15 . All actions heretofore taken by the officers and agents of the County with respect to the establishment of 6 1930B the Program and the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and each of the Designated Officers of the County 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, including but not limited to those described in the Indenture, the Purchase Agreement and the other documents herein approved, which they, or any of them, 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. 16. This resolution shall take effect immediately upon its adoption. ADOPTED this 1st day of December, 1987, by the following votes: AYES: Supervisors Powers , Fanden, Schroder , Torlakson, McPeak. NOES: None . ABSENT: None . Chair of the Board of Supervisors ATTEST: Phil Batchelor, County Administrator and Ex-Officio Clerk of the Board of Supervisors By: Deputy RESOLUTION NO . 87/683 7 1930B CLERK' S CERTIFICATE I Jeanne 0 . Maglio Deputy Clerk of the Board of Supervisors of the County of Contra Costa, hereby certify as follows: The foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the members of the Board of Supervisors of the County of Contra Costa duly, regularly and legally held at the regular meeting place thereof on December 1, 1987, of which meeting all of said members had due notice and at which at least a majority thereof were present; At said meeting said resolution was adopted by the following vote: Ayes: Supervisors Powers , Fanden , Schroder , Torlakson , McPeak. Noes: None . Absent: None . The foregoing is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes; and Said resolution has not been amended, modified or rescinded since the date of its adoption, and the same is now in full force and effect. Dated: December 1 , 1987 Phil Batchelor, County Administrator and Ex Officio Clerk of the Board of Supervisors [ SEAL] By: v lJ• ZA-, hief Clerk 1930B RESOLUTION NO . 87/683