HomeMy WebLinkAboutRESOLUTIONS - 01011993 - 1993-250 RESOLUTION OF THE BOARD OF SUPERVISORS
OF THE COUNTY OF CONTRA COSTA
PROVIDING FOR THE BORROWING OF FUNDS FOR FISCAL
YEAR 1993-1994 AND THE ISSUANCE AND SALE OF
COUNTY OF CONTRA COSTA, CALIFORNIA,,
1993•-1994 TAX AND REVENUE ANTICIPATION NOTES THEREFOR
RESOLUTION NO. ,93/ 250
WHEREAS, pursuant to Sections 53850 et.seq. of the
Government Code of the State of California (the "Government
Code") , this Board of Supervisors (the "Board") has found and
determined that the sum of not to exceed One Hundred Fifty
Million Dollars ($150,000, 000) is needed for the requirements of
the County of Contra Costa (the "'County") to satisfy obligations
payable from the General Fund and that it is necessary that said
sum be borrowed for such purpose at this time by the issuance of
temporary notes (the "Notes") therefor in anticipation of the
receipt; of taxes, revenue and other moneys to be received by the
County for the General Fund of the County allocable to Fiscal
Year 1993-1994; and
WHEREAS, it appears, and the Board hereby finds and
determines, that said sum of one Hundred Fifty Million Dollars
($150,000,000) , when added to the interest estimated to be
payable thereon, does not exceed 'eighty-five percent (85%) of the
estimated amount of the uncollected taxes, income, revenue, cash
receipts and other moneys of the County for the General Fund of
the County attributable to Fiscal Year 1993-1994 and available
for the; payment of the principal of and interest on the Notes;
and
WHEREAS, no money has heretofore been borrowed by the
County and the County does not contemplate such a financing
through the issuance of any temporary notes in anticipation of
the receipt of, or payable or secured by, ''taxes, income, revenue,
cash receipts or other moneys of the 'County received or accrued
during or allocable to Fiscal Year 1993-1994; and
WHEREAS, pursuant to Section 53856 of the Government
Code of the State of California (the "Government Code") , certain
revenues which will be received by the County for the General
Fund of the 'County and attributable to Fiscal Year 1993-1994 can
be pledged for the payment of the principal of and interest on
the Notes; and
SF2-15757.2 RESOLUTION NO. 93/250
WHEREAS, the County wishes to authorize the issuance of
said notes in two series, with an initial issuance of a first
series of notes (the "Notes of Series A") in the amount of not to
exceed $125,000,000 with authorization to issue and sell a second
series of notes (the "Notes of Series B11) in the amount of not to
exceed $25,000,000 in the event a second series can be sold on
the terms set forth herein; and
WHEREAS, the Notes of Series A shall be sold to the
highest bidder or bidders pursuant to a competitive sale to be
held on June 8, 1993 or such later date as is established by the
County Administrator of the County in accordance with the terms
of a Notice Inviting Bids for the Notes of Series A, and the
Notes of Series B shall be sold in such manner as shall
hereinafter be determined by this Board;
NOW, THEREFORE, the Board of Supervisors of the County
of Contra Costa hereby finds, determines, declares and resolves
as follows:
Section 1., Recitals. All of the recitals herein above
set forth are true and correct, and the Board so finds and
determines.
Section 2. Authorization of Issuance. Solely for the
purpose of anticipating taxes, income, revenues, cash receipts
and other moneys to be received by the County for the General
Fund of the County allocable to Fiscal Year 1993.-1994, and not
pursuant to any common plan of financing, the County hereby
determines to and shall borrow the aggregate principal 'sum of not
to exceed One Hundred Fifty Million Dollars ($150,000,000) , by
the issuance of temporary notes under Sections 538°50 et seq. of
the Government Code, designated "County of Contra Costa,
California, 1993-1994 Tax and Revenue Anticipation Notes, " and
shall be issued as Notes of Series A in an amount not to exceed
$125,000,000 'and 'Notes of Series B in an amount not to exceed
$25,000,000. The Treasurer-Tax Collector of the County, upon
consultation with Orrick, Herrington & Sutcliffe ("Bond
Counsel") , is hereby authorized to determine the aggregate
principal amount of the Notes of each Series, which amounts shall
not in the aggregate exceed One Hundred Fifty Million Dollars
($150,000,000) or such lesser amount upon which Bond Counsel will
deliver an approving opinion as to the exclusion from gross
income for federal income tax purposes of interest on the Notes
of each series. The Notes shall be 'initially issued and
registered as provided in Section 9 hereof and otherwise shall be
in the denomination of $5,000 or any integral multiple thereof,
each series thereof shall be dated the date of issuance thereof'
and shall, in the case of the Notes of Series A, be issued on or
before August 1, 1993 and shall, in the case of the Notes of
Series B, be issued on or before December 15, 1993, shall mature
(without option of prior redemption) on July 29, 1994, or such
other date not later than 13 months after the date of issuance of
such Series of Notes as shall be designated by the County
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Administrator of the: County,: and shall bear interest, payable at
maturity and computed on the 'basis of a.360-day year composed of
twelve 30-day months, at the rates determined in accordance with
this Resolution and, as to the Notes of Series A, as set forth in
the successful bid or bids, as awarded by the County
Administrator of the County, and, as to the Nates of Series B, :as
hereinafter determined by this Board. Both the principal of and
interest on the Notes shall be payable in lawful money of the
United States of America, only to the registered owners of the
Notes upon surrender thereof at the office of the Treasurer-Tax
Collector of the County ,(the "Paying Agent") upon the maturity
thereof. No interest shall be payable on any 'Note for any period
after maturity during which the registered owner thereof fails to
properly present such Note for payment.
section 3. Sale of Notes. (A) Sale of Notes of
Series A. The Notice Inviting Bids for the Notes of Series A, in
substantially the form presented to this meeting (a copy of which
is on file with the Clerk of the Board) , is hereby approved and
adopted.. as the Notice Inviting Bids for the Notes of Series A,
with such changes, additions and corrections therein as the
County Administrator' of the County shall require or approve. All
of the Notes of 'Series A shall be offered' for ,'public sale in
accordance with the Notice Inviting Bids. Prager,; McCarthy &
Sealy (the "Financial Advisor") , is hereby authorized and
directed to 'cause to be mailed to prospective bidders for the
Notes of Series ' A copies of said 'Notice Inviting Bids, subject to
such changes, additions and completions as may be, acceptable to
the County Administrator , of the County.
The Notice of Sale of the Notes of Series A, in
substantially the form presented to this meeting (a copy of which
is on file with the Clerk of the Board) , is hereby approved, with
such changes, additions and completions therein as the County
Administrator of the County shall require or approve. The County '
Administrator of the County is hereby authorized and directed to
cause said Notice of Sale to be published once, no later than 15
days before the 'Series A Sale Date (as hereinafter defined) ,, in
the Bond Buyer, ;a financial publication generally circulated
throughout the State` of California.
Sealed proposals shall .be received by the Treasurer-Tax
Collector of the County up to the hour of 10:40 a.m. California
time on June 8, 1993 or on such other date determined by the
County Administrator;, of the County as set forth in the Notice
Inviting Bids (the "Series A Sale Bate") , for the 'purchase of the
Notes of Series A for cash at not less than their principal
amount and accrued interest thereon to the date of their
delivery, the interest rate to be designated in the bid or bids,
the County Administrator of the County reserving the right to
reject any and all bids, in accordance with the terms and
conditions of said Notice Inviting Bids. The County
Administrator of the County is hereby authorized to determine
whether to accept partial bids in increments of a specified
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denominational amount, such as $25,000,000, and to award the
Notes of Series"A to the highest responsible bidder or bidders
resulting in the lowest net interest cost to the County or to
reject any or all bids. If the Notes of Series Aare awarded to
more than one bidder and at different rates of interest, each
incremental amount of Notes of Series A of the same interest rate
shall be given "a separate designation.
The County Administrator may, in his sole discretion,
cancel the public sale of the Notes of Series A and negotiate for
the sale of the Notes of Series A with an underwriter or
underwriters, and enter into an agreement for the sale of the
Notes of Series A, upon such terms and conditions as he shall
deem appropriate.
(B) Sale of Notes of Series B. The Notes of Series B
shall be sold in such manner as shall be hereinafter determined
by this Board.
The sale of the Notts of Series B shall be subject to
the following conditions:
1. Receipt of confirmation from Moody's Investors
Service and Standard & Poor's Corporation (if such respective
rating agency rated the Notes of Series A) that the issuance of
the Notes of Series B will not cause a reduction in such Agency's
rating on the Notes of Series A; and
2. Receipt of an opinion of Bond Counsel to the effect
that the interest on the Notes of Series B is excludable from
gross income for federal income tax purposes.
Section 4. Disposition of ]Eroceeds --of Notes. The
County shall, immediately upon receiving the proceeds of the sale
of the Notes of each series, place in the County General Fund
maintained in the County Treasury all amounts received from such
respective sale. Such amounts held in the County General Fund
shall be invested as permitted by Section 53601 of the Government
Code provided that no such investments shall be invested in
"reverse repurchase agreements" permitted by subsection (i) of
said Section 53601, and no such investments shall have a maturity
later than the date that it is anticipated that such amounts will
be required to be expended. Such amounts may be commingled with
other funds of the County.
Amounts in the County General Fund attributable to the
sale of the Notes of Series A and, if issued, the Notes of
Series B, shall be withdrawn and expended by the County for any
purpose for which the County is authorized to expend funds from
the General Fund of the County, but only after exhausting funds
otherwise available for such purposes (which are not restricted
funds) , and only to the extent that on any given day such other
funds are not then available, and for purposes of this section,
otherwise available funds excludes. amounts that are held or set
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aside in a reasonable working capital reserve: not exceeding ten `
percent (10%) of the County's total working capital expenditures
from its available funds in fiscal year 1993-1994. If on the
date that is six months 'from' the date of 'issuance of the Notes of
series A, and, if issued, the Notes of Series B, all amounts,
attributable to the proceeds of the Notes (including investment
earnings thereon) have not been so expended, the County shall
promptly notify Bond Counsel and, to the extent of its power and
authority, comply with the instructions from Bond Counsel as to
the means of satisfying the rebate requirements of Section 148 of
the Internal Revenue Code of 1986 (the "Cade") .
Section 5. Source of Payment. (A) The principal of
and interest on the Notes shall be payable from taxes, income,
revenue, cash receipts and other moneys which are received by the
County for the General Fund of the County for the fiscal year
1993-1994 and which are lawfully available for the payment of
current' expenses and other obligations of the County (the
"Unrestricted Revenues") .
(B) As security for the payment of the, principal of
and interest on the ''Notes, the County hereby pledges to deposit
in trust in a special County. fund designated as the 111993-1994'
Tax and Revenue' Anticipation Note Repayment Fund" (the "Repayment
Fund") (i) an amount equal to 50% of the principal amount' of-the
'.
Notes from the first Unrestricted Revenues received by the County
during the accounting period' commencing on December 12, 1993 and
ending January 13, 1994, inclusive (the "Sixth Accounting
Period") , and (ii) an amount equal to 50% of the principal amount
of Notes from the first' Unrestricted Revenues received by the
County 'during the accounting' period commencing on April 13, 1994
and ending May 12, 1994,' inclusive (the "Tenth Accounting
Period") , together with an amount sufficient (net of anticipated
earnings on moneys in the Repayment Fund) (x); to satisfy and make
up any deficiency in the Repayment Fund with respect to the prior '
Accounting Period and (y) to pay the interest on the Notes at
maturity. The amounts pledged by the County for deposit into the
Repayment Fund from the Unrestricted Revenues' received during
each indicated accounting period''are hereinafter called the
"Pledged Revenues."
(C) In the event that there have been insufficient
Unrestricted Revenues received by the County by the third;
business day prior to the end of any such Accounting Period to
permit the deposit into the 'Repayment Fund of the full amount of
the Pledged' Revenues required to be deposited with respect to
such Accounting Period, then the amount of any deficiency in the
Repayment Fund shall be satisfied and made up from any other
moneys of the County lawfully available for the payment of the
principal of the Notes and the interest thereon (all as provided
in Sections 53856 and 53857 of the Government Code) (the "Other
Pledged Moneys") on such date or thereafter on a daily basis,
when and as such Pledged' Revenues and Other Pledged Moneys are
received by the County.
sP2-15757.2 5
Section 6. Pledged Revenues.
(A) The Pledged Revenues with respect to the
accounting period in which received shall be ,deposited by the
Treasurer-Tax Collector of the County in the Repayment Fund
commencing the third business day of -each -respective accounting
periods and thereafter at intervals of no more than every five
business days, and applied as directed in this Resolution; and
the Other Pledged Moneys, if any, shall be deposited by the
Treasurer-Tax Collector of the County in the Repayment Fund on
the third business day prior to the end of such accounting period
and on each business day thereafter, until the 'full amount of the
moneys required by Section 5(B) has been so deposited in the
Repayment Fund; provided that, if on the date that is six months
from the date of issuance of the Notes of Series A amounts not
previously withdrawn from the County General Fund attributable to
the sale of the Notes of Series;A and, if issued, the Notes of
Series B do not exceed the greater of (i) ten percent (10%) of
the proceeds of the Notes (including investment earningsthereon)
or (ii) ten percent (l0%) of the total amount expended (not
including restricted funds) from the General Fund of the County
in the 1992-1993 Fiscal Year, the amounts to be deposited in the
Repayment Fund during the accounting period in which received
shall be deposited as soon as received. The principal of and
interest on the Notes constitute a first lien and charge on, and
shall be payable from, moneys in the Repayment Fund. Moneys in
the Repayment Fund shall be applied only as hereinafter in this
Section 6 provided.
(B) The Treasurer-Tax Collector of the County shall
use the moneys in the Repayment Fund on the maturity date of the.
Notes to pay the principal of and interest on the Notes. Any
moneys remaining in the Repayment Fund after such payment, or
after provision for such payment has been made, shall be
transferred to the General Fund of the County.
(C) Moneys in the Repayment Fund shall be invested as
permitted by Section 53601 of the Government Code, except that no
moneys shall be invested in investments permitted by subsection
(i) (to the extent that subsection (i) applies to reverse
repurchase agreements) of said Section 53601, and no such
investments shall have a maturity date later than: the maturity
date of the Notes. The proceeds of any such investments shall be
retained in the Repayment Fund until payment of principal and
interest -(or provision therefor) has been made in accordance with
paragraph (B) , at which time any excess amount shall be
transferred to the General Fund of the County.
Section 7. Execution of Notes. The Treasurer-Tax
Collector of the County or his designee is hereby authorized to
execute the Notes by use of his manual or facsimile signature,
and the Clerk of the Board of Supervisors of the County or one of
his assistants is hereby authorized ,to countersign, by manual or
facsimile signature, the Notes and to affix the seal of the Board
SP2-15757.2 6
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of :,Supervisors thereto by impressing the Baal or by imprinting a
facsimile of the seal. thereon. Said officers are hereby
authorized to cause the blank,' spaces in Exhibit A to be filled in
as may be appropriate and to deliver the Notes of each series to
the respective purchasers thereof. In the case of Notes executed
by facsimilesignature of both the Treasurer-Tax Collector of the
County and the Clerk of the Board of Supervisors, the Notes shall
not be valid; unless and until the Paying agent shall have
manually authenticated such Notes.
Section S. Certificate of
Authentication and ,gec„ti „:tration. The ''Notes shall be issued in
fully registered form without' coupons `and 'the Notes and the
Certificate of Registration 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 worms and figures.
Section 9. Use of Depository; a e
and Transfer.
(A) The Depository Trust Company, New York, New York,
is hereby appointed depository for the Notes. The County
Administrator of the County, or his designee, :.is hereby
authorized to execute and deliver to the depository the Letter of
Representations substantially in the form submitted to this
meeting (a copy of which is on file with the Clerk of the Board) ,
with such changes, additions and corrections as the County
Administrator of the County shall require or approve. The Notes
of each 'series shall be initially issued and registered in the
name of "Cede & Co. ," as nominee of The Depository Trust Company,
New York, New York and shall be evidenced by a: single Note for
each series.' Registered ownership of each Note, or any portion
thereof,' may not thereafter be transferred except as set forth in
Section 9(B) .
(B') The Nates shall be initially issued and registered
as provided in Section 9(A) hereof. .Registered ownership of the
Notes, or any portions thereof, may not thereafter, be transferred
except:
(i) to any successor of Cede & Co. as nominee of
The Depository Trust Company, or its nominee, or of any
substitute depository designated pursuant to clause (ii) of this
subsection (B) ("Substitute Depository") ; provided.' that any
successor of Cede & Co. , as nominee of The Depository Trust
Company or Substitute Depository, shall be qualified under any
applicable laws to provide the service proposed to be provided by
it,
(ii) to any Substitute Depository not objected to
by the County Administrator of the County, upon (1) the
resignation of The Depository Trust Company or its successor (or
any 'Substitute Depository or its successor) from its functions :as
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depository, or (2) a determination by the County Administrator of
the County to substitute another depository for The Depository
Trust Company (or its successor) because The Depository Trust
Company (or its successor) is no longer able to carry out its
functions as depository; provided that any such Substitute
Depository shall be qualified under any applicable laws to
provide the services proposed to be provided by it; or
(iii) to any person as provided below, upon (1)
the resignation of The Depository Trust Company or its successor
(or any Substitute Depository or its successor) from its
functions as depository, or (2) a determination by the County
Administrator of the County to discontinue using a depository.
(C) In the case of any transfer pursuant to clause (i)
or clause (ii) of subsection (B) of this section 9, upon receipt
of all outstanding Notes of each series by the Paying Agent.
(together, in the case of a successor paying agent appointed by
the County, pursuant to Section 12 hereof, with a written request
of the County Administrator of the County to such successor
paying agent designating the Substitute Depository) , a single new
Note for each series, which the County shall prepare or cause to
be prepared, shall be executed and delivered, registered in the
name of any such successor to Cade & Co. or such Substitute
Depository, or their respective nominees, as the case may be, all
as specified by the County Administrator of the County or, in the
case of a successor paying agent appointed by the County pursuant
to Section 12 hereof, as specified in the written request of the
County Administrator of the County. In the case of any transfer
pursuant to clause (iii) of Subsection (B) of this Section 9 upon
receipt of all outstanding Notes by the Paying Agent (together,
in the case of a successor paying agent appointed by the County
pursuant to Section 12 hereof, with a written request of the
County Administrator of the County to such successor paying
agent) , new Notes, which the County shall prepare or cause to be
prepared, shall be executed and delivered in such denominations
and registered in the names of such persons as specified by the
County Administrator of the County or, in the case of a successor
paying agent appointed by the County pursuant to Section 12
hereof, as are requested in such written request of the County
Administrator of the county, subject to the limitations of this
Section 9, provided that the Paying Agent shall deliver such new
Notes as soon as practicable.
(D) The County and the Paying Agent shall be entitled
to treat the person in whose name any Note is registered as the
owner thereof for all purposes of the Resolution and for purposes
of payment of principal of and interest on such Note,
notwithstanding any notice to the contrary received by the Paying
Agent or the County; and the County and the Paying Agent shall
not have responsibility for transmitting payments to,
communicating with, notifying, or otherwise dealing with any
beneficial owners of the Notes. Neither the County nor the
Paying Agent shall have any responsibility or obligation, legal
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or otherwise, to any such beneficial owners or to any other
party, including The Depository Trust Company, or its successor
(or Substitute Depository or its successor) , except to the owner
of any Notes, and the Paying Agent may rely conclusively on its
records as to the identity of the owners of the Notes
(E) Notwithstanding any other provision of this;
Resolution and so long as all outstanding' Notes are registered in
the name of Cede & Co. or its registered assigns, the County and ,
the Paying Agent shall cooperate with Cede & Co. or its
registered assigns, as sole registered owner, in effecting
payment of the principal of and interest on the Notes by
arranging for payment in such manner that funds for such payments
are properly identified and are made available on the date they
are due" all'' in accordance with the Letter of Representations, the
provisions of which the paying Agent may rely upon to implement
the foregoing procedures' notwithstanding any inconsistent
provisions herein.
(F) In the case of any transfer pursuant to clause
(iii) of subsection ',(B) of this Section 9,, any Note may, in
accordance with its 'terms, be transferred or exchanged for a like
aggregate principal amount in authorized denominations, upon the
books required to be kept by the Paying Agent pursuant to the
provisions hereof, by the person in whole name it is registered,
in person or by his duly authorized attorney, upon surrender of
such Note for cancellation, and, in the case of a transfer,
accompanied by delivery of a' written instrument of transfer, duly
executed and in form approved by the Paying Agent.
Whenever any Note shall be surrendered for transfer or
exchange, the County shall execute and the Paying Agent shall
authenticate, if required, and deliver a new Note or Notes of the
same series of authorized denominations, for a like aggregate '
principal amount. The Paying Agent shall require the owner
requesting such transfer or 'exchange `to pay any tax or other
governmental charge required to be paid with respect to such
transfer or exchange.
(G) The Paying Agent will 'keep' or cause to be kept``
sufficient books for the registration and transfer of the Notes,
which shall at alltimes be open to inspection by the 'County.
Upon presentation for such purpose, the Paying Agent shall, under
such reasonable regulations as it may prescribe, register or
transfer or cause to be registered or transferred, on such books,
Notes as hereinbefore provided,
(H) If any Nate shall become mutilated, the County, at
the expense of the owner' of such Note, shall execute, and the
Paying Agent shall thereupon authenticate, if required, and
deliver' a new Note of like series, tenor and number in exchange
and substitution for the' Note so mutilated, but only upon
surrender to the Paying Agent of the Note so mutilated. Every
mutilated Note to surrendered to the 'Paying Agent shall be
sM-15757.2 9
cancelled by it and delivered to, or upon the order of, the
County. If any Note shall be lost, destroyed or stolen, evidence
of such loss, destruction or theft may be submitted to the County
and the Paying Agent and, if such evidence be satisfactory to
both and indemnity satisfactory to them shall be given, the
County, at the expense of the owner, shall execute, and the
Paying Agent shall thereupon authenticate, if required, and
deliver a new Note of like series, tenor and number in lieu of
and in substitution for the :.Note so lost,: destroyed or stolen (or
if any such Note shall have matured or shall be about to mature,
instead of issuing a substitute Note, the Paying Agent may pay
the same without surrender thereof) . The Paying Agent may
require payment by the registered owner of a Noteofa sum not
exceeding the actual cost of preparing each new Note issued
pursuant to this paragraph and of the expenses which may be
incurred by the County and the Paying Agent. Any Note issued
under these provisions in lieu of any, Note alleged to be lost,
destroyed or stolen shall constitute an original additional
contractual obligation on the part of the County whether or not
the Note so alleged to be lost, destroyed or stolen be at any
time enforceable by ,anyone, and shall be entitled to the benefits
of this Resolution with all other Notes secured by this
Resolution.
All Notessurrenderedfor payment or registration of
transfer, if surrendered to any person other than the Paying
Agent, shall be, delivered to the Paying Agent and `shall be
promptly cancelled by it. The County may, at any time deliver to
the Paying Agent for cancellation any Notes previously
authenticated and delivered hereunder which the County may have
acquired in anymanner whatsoever, and all Notes so delivered
shall promptly be cancelled by the Paying Agent. No Note shall.
be authenticated in lieu of or in exchange for any Notes
cancelled as provided herein, except as expressly permitted
hereunder. All cancelled Notes held by the Paying Agent shall be
disposed of as directed by the County.
Section 14. Genera Covenants. It is hereby
covenanted and warranted by the Board that all representations
and recitals contained in this Resolution are true and correct
and that the Board and the County, 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 levy, collection and enforcement of the
taxes, income, revenue, ,cash receipts and other moneys pledged
hereunder in accordance with law and for carrying out the
provisions of this Resolution and the Notes,
Section 11. Tax Covenants Rebate Fund.
(A) The County covenants that it shallmake all
calculations in a reasonable and prudent fashion relating to any
rebate of excess investment earnings on the proceeds of the Notes.
due to the United States Treasury, shall segregate and set aside
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from lawfully available sources the amount such calculations may
indicate may be required to be paid to the United States Treasury
and shall otherwise at all times do and perform all acts and
things necessary and within its power and authority, including
complying with each applicable requirement of Section 103 and
Sections 141 through 150 of the Code and complying with the
instructions of Bond Counsel referred to in Section 4 hereof, to
assure that interest paid on the Notes shall, for the purposes of
federal income taxes and California personal income taxation, be
excludable from the gross income of the recipients thereof and
exempt from such taxation. As part of the performance of the
covenant contained in the preceding sentence, promptly after six
months from:. the date of the issuance of the Notes of Series A,
the County will reasonably and prudently calculate the amount of
the Note proceeds which have been expended, with a view to
determining whether or not the County has met the requirements of
Suction 148`(f) (4) (B) of ,the Code with respect to the Notes, and
if it has not met such requirements,, it will reasonably and
prudently calculate the amount, if any, of investment profits
which must be rebated to the United States and will immediately
set aside, from revgnues attributable to the 1993-1994 Fiscal
Year or, to the extent not available from such revenues, from any
other moneys lawfully available, the amount of any such rebate in
the Fund referred to in paragraph (B) of this Section 11.
(B) The County shall establish and maintain a fund
separate from any other fundestablished and maintained hereunder
designated as the 111993-1994 Tax and Revenue Anticipation Note
Rebate Fund'". There shall be deposited in the Rebate Fund such
amounts as are required to be deposited therein in accordance
with the written instructions from Bond Counsel pursuant to
Section 4 hereof.
(C) Notwithstanding any other provision ofthis
Resolution to the contrary, upon the County's failure to observe,
or refusal to comply with, the covenants contained in this
Section 11, no one other than the owners or former owners of the
Notes shall be entitled to exercise any right or remedy under
this Resolution on the basis of the County's failure to observe,
or refusal to comply with, such 'covenants.
(D) The covenants contained in this Section 11 shall
survive the payment of the Notes
(E) Notwithstanding any provision of this section, if
the County shall provide to the Paying Agent an opinion of Bond
Counsel that any specified action required under this section is
no -longer required or that some further or different action is
required to maintain the exclusion from gross income for federal
income tax purposes of interest on the Notes, the Paying Agent
and the County may conclusively rely on such opinion in complying
with the requirements of this section, and the covenants
hereunder shall be deemed to be modified to that extent.
SF2-15757.2 11
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Section 12. Paying Anent. The Treasurer-Tax Collector
of the County is hereby appointed as Paying Agent for the Notes.
The County hereby directs and authorizes the payment by the
Paying Agent of the interest on and principal of the Notes when
such become due and payable, from the Repayment Fund in the
manner set forth herein. The County hereby covenants to deposit
funds in the Repayment Fund at the time and in the amount
specified herein to provide sufficient moneys to pay the
principal of and interest on the Notes on the day on which they
mature. Payment of the Notes shall be in accordance with the
terms of the Notes and this Resolution.
This appointment shall not preclude the County from
appointing a financial institution to act as Paying Agent or one
or more successors thereto, all without notice to or the consent
of the registered owners of the Notes. Any such successor paying
agent shall be or shall have co-paying agent relationships with
one or more banks or trust companies with offices in New York,
New York or San Francisco, California.
The Paying Agent, initially the Treasurer-Tax Collector
of the County, is also appointed as registrar and upon the
request of any registered owner is authorized to record the
transfer or exchange of Notes in accordance with the provisions
hereof.
Section 13. OfficialStatementfor Notes of Series A.
The proposed form of official statement relating to the Notes of
Series A, in substantially the form presented to this meeting, is
hereby approved with such changes, additions and corrections as
the County Administrator of the County may approve. The
Financial Advisor is hereby authorized to distribute such
official statement in preliminary form to the potential bidders
for the Notes of Series A and is hereby authorized and directed
to deliver such official statement in final form to the
purchasers of the Notes of Series A. The .County Administrator of
the County is authorized to certify on behalf of the County that
the preliminary form of the official statement is deemed final as
of its date, within the meaning of Rule 15c2-12 promulgated under
the Securities Exchange Act of 1934 (except for the omission of
certain final pricing, rating and related information as
permitted by said Rule) .
Section 14. Approval of Actions. All actions
heretofore taken by the officers and agents of the County or the
Board with respect to the sale and issuance of the Notes are
hereby approved, confirmed and ratified, and the officers of the
County and the Board 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 any and all
certificates, agreements and other documents which they, or any
of them, may deem necessary or advisable in order to consummate
the lawful issuance and delivery of the Notes in accordance with
this Resolution.
SF2-15757.2 12
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Section 15. proceedings Constitute Contract. The
previsions of the Notes and of this FIesolution .shall constitute a
contract between the County and the registered owners of the
Notes, and such provisions shall be enforceable by mandamus or
any other appropriate suit, action or proceeding at law or in
equity in any court of competent jurisdiction, and, upon issuance
of the Notes, shall be irrepealable.
PASSEDANIS' ADOPTED by the Board of supervisors -of the
County of Contra Costa, .Mate of California, this '18th day of
May, 1993, by the following vote:
AYES: Supervisors Powers, Smith, Bishop, McPeak, 7orla'kson
NOES: None
ABSENT: None
1
Chair of the Board of Supervisors
of the County of ''Contra Costa'
(Seal)
Attest: Phil Batchelor,
County Administrator' and
Clerk of the Board of
Supervisors of the
Cou=nty of Contra Costa
By:
sin-u757.2 13
EXHIBIT A
REGISTERED REGISTERED `
No. $
COUNTY OF CONTRA COSTA, CALIFORNIA,,
1993-1994TAX AND REVENUE ANTICIPATION NOTE
SERIES
PART
Rate of Interest: Note Date: Maturity Date: CUSIP:
Registered Owner
Principal Amount:
FOR VALUE RECEIVED, the County of Contra Costa (the
"County") , State of 'California, acknowledges itself indebted to
and promises to pay to the Registered owner identified above, or
registered assigns, at ,the office of the Treasurer-Tax Collector
of the County (the "Paying Agent") , the Principal Amount
specified above, in lawful money of the United States of America,
on the Maturity Date specified above, together with interest
thereon at the Rate of Interest per annum set forth above
(computed on the basis of a 360-day year composed of twelve
30-day months) in Like lawful money from the Note Date specified
above until payment in full of said principal sum.,' The principal
of and interest on this Note shall be payable "only` to the
registered owner hereof upon surrender of this Note at the office
of the Paying Agent as the same shall fall due; provided,
however, that no interest shall be payable for any period after
maturity during which the registered owner hereof fails to
properly present this Note for payment.
It is hereby certified, recited and declared that this
Note is one of an authorized issue of Notes entitled "County of
Contra Costa, California, 1993-1994 Tax and Revenue Anticipation
Notes" (the "Notes") , in the aggregate principal amount of not to
exceed One Hundred Fifty Million Dollars ($150,000,000) , of the
series and part of a series designated above, all of like tenor,
made, executed and given pursuant to and by authority of a
resolution of the Board of Supervisors of the County (the
"Resolution") duly passed and adopted under and by authority of
Article 7.6 (commencing with Section 53850) of Chapter 4, Part 1,
Division 2, Title 5 of the California Government Code, and that
all acts, conditions and things` required to exist, happen and be
performed precedent to and in the issuance of this Note have
existed, happened and been performed in regular and due time,
form and 'manner as required by law, and that this 'Note, together
with all other indebtedness and obligations of the County, does
SF2-15737.2 A-1
not exceed any limit prescribed by the Constitution or statutes
of. the State of California.
The principal of and interest on the Notes shall be
payable from taxes, income, revenue, cash receipts and other
moneys which are received by the :County for the General Fund of
the County for the fiscal year 1993-1994 and which are lawfully
available for the payment of current expenses and 'other
obligations of the County (the "Unrestricted Revenues") . As
security for the payment of the principal of and interest on the
Notes, the County has pledged to deposit in the Repayment Fund
(as defined in the Resolution) : (i) an amount 'equal to 50% of the
principal amount of the Notes from the first Unrestricted'
Revenues received by the County during the accounting period
commencing on December 12, 1993 and ending January 13, 1994,
inclusive (the "Sixth Accounting Period") , and (ii) an amount
equal to 50% of 'the 'principal amount of Notes from the first
Unrestricted Revenues received by the County during the
accounting period commencing, on April 13, 1993 and ending May 12,
1994, inclusive (the "Tenth Accounting Period") , together with an
amount sufficient (net of anticipated earnings on moneys in the
Repayment Fund) (x) 'to satisfy and make up any deficiency in the
Repayment Fund with respect to the prior Accounting Period and
(y) to pay the interest on the .Nates at maturity (such pledged
amounts being hereinafter called the "Pledged Revenues") . In the
event that there are insufficient Pledged Revenues received by
the County by the third business day prior to the end of any such
accounting period to permit the deposit into the Repayment Fund
of the full amount of the aforesaid moneys to be deposited, then '
the amount of any deficiency in the Repayment Fund shall be
satisfied and made up from any other moneys of the County
lawfully available for the payment of the principal of and
interest on the Notes (such other pledged moneys being
hereinafter called the "Other Pledged Moneys") . The Pledged
Revenues and Other Pledged Moneys shall be deposited in the
Repayment Fund at the intervals specified in the Resolution. The
principal of and interest on the Notes shall constitute a first
lien and charge on, and shall be .payable from, moneys in the.
Repayment Fund.
This Note is transferable by the registered owner
hereof in person or by such owner's attorney duly authorized in
writing at the office of the Paying Agent', but only in the
manner,, subject to the limitations and upon payment of the
chargesprovided in the Resolution, and upon surrender and
cancellation of this Note. Upon such transfer a new Note or
Notes of authorized denominations and for the same aggregate
principal amount will be issued to the transferees in exchange
heref or
The County and the Paying Agent may deem and treat the
registered owner hereof as the absolute owner hereof for the
purpose of receiving payment of or on account of principal hereof
and interest due hereon and for all other' purposes, and neither
sF2-15757.2 A-
the County nor the Paying Agent shall be affected by ,any notice
to the contrary.
This Note shall not be valid or become obligatory for
any purpose until the Certificate of Registration hereon shall
have been signed by the Paying Agent.
IN WITNESS WHEREOF, the County of Contra Costa has
caused this Note to be executed by the manual or facsimile
signature of its Treasurer-Tax Collector andcountersignedby the
manual or facsimile signature of the Clerk of its Board of
Supervisors and :caused the official seal of its Board, of
Supervisors to be impressed hereon, all as of the Note Date
specified above.
COUNTY OF CONTRA COSTA
By_
Treasurer-Tax Collector
(SEAL)
Countersigned:
County Administrator and
Clerk of the Board of Supervisors
CERTIFICATE OF REGISTRATION
This Note is one oftheNotes described in the within
mentioned Resolution, which Note has been registered on the date
set forth below.
Date of Registration:
COUNTY OF CONTRA COSTA
By
Treasurer-Tax Collector
sP2-15757.2 A-3
h :.,:. ...., .. 1.
[FORM OF ASSIGNMENT]
For value received the undersigned do(es) hereby sell,
assign and transfer unto (insert
Social Security Number or taxpayer identification number) the
within-mentioned registered Note and hereby irrevocably
constitute(s) and appoint(s) attorney,
to transfer the same on the books of the Piying Agent with full
power of substitution in the premises.
Dated:
Signature
NOTE: The signature to the
assignment must correspond to the
name as writtenon the face of this
Note in every particular, without
any alteration or change
whatsoever.
Signature Guaranteed By:
NOTE: The signature to
the assignment must be
guaranteed by a member
firm of the New York Stock
Exchange or a commercial
bank or trust company.
(FORM OF DTC LEGEND]
Unless the certificate is presented:by an authorized
representative of The Depository Trust Company to the issuer or
its agent for registration of transfer, exchange or payment, and
any certificate issued is registered in the name of Cede & Co. or
such other name as requested by an authorized''representative of
The Depository Trust Company and any payment is made to Cede
Co.:, ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE BY OR TO ANY PERSON IS ''WRONGFUL, since the registered
_ owner hereof, Cede & Co.", has an interest herein.
SFZ 13757.2
..... .. .. .. .... ............................. .. y ..
AFFIDAVIT OF POSTING OF AGENDA
STATE OF CALIFORNIA }
} ss.
COUNTY :OF CONTRA COSTA }
Jeanne: Bosaroe hereby ,declares that [s]he is a
citizen of the United States. of America, over the age of 18
years; that acting for the Board of Supervisors of the County of
Contra Costa [s]he posted on May May 14 1993 at 651 Pine
Street Lobby, Martinez, California, a location freely accessible
to members of the public, an agenda for the regular meeting of
the Board of Supervisors of Contra Costa County to be held on
May 18, 1993, a copy of which is attached hereto.
Dated: May 18 , 1993
I declare under penalty of perjury
that the foregoing is true and
correct.
912-15737.1 40511-95-TRS-05105193
i
CLERK'S CERTIFICATE
I, J'EANN'E O. MAOLIO, Deputy Clerk and Chief Clerk of
the Board of Supervisors of the County of Contra Costa, hereby
certify that the foregoing is a full, true and correct copy of s
resolution duly :adopted at a `'meeting of the Board ,of Supervisors
of the County of Contra Costa duly and regularly held in
Martinez, California, on May 18, '1993, of which meeting all of
the members of said Board had due notice.
I further certify that I have carefully compared the
foregoing copy with the original minutes of said meeting on file
and of record in my office; that said copy is a full, true and
correct copy of the original resolution adopted at said meeting
and entered in said minutes; and that said resolution has not
been amended, modified, rescinded or revoked in any manner since
the date of its 'adoption, and the same is now in full force and
effect.
I further certify that an agenda of said meeting was
posted at least 72 hours before said meeting at 651 Pine St.
Lobby, Martinez,' California, freely accessible to the public and
a brief general description of the resolution to be adopted at
said meeting appeared on said agenda.
IN WITNESS ' WHEREOF, I have executed this certificate
and affixed the seal of the Board of Supervisors of the County of
Contra Costa hereto as of this 18 th; day of May, 1993.
By e - /-
Dtputy Clerk of t1 Board of
Supervisors of the County of
Contra Costa, State of California
[SEAL]
SF2-13757.1 40521-E3-TRS-05105193