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HomeMy WebLinkAbout86-75 - ResolutionsRESOLUTION NO. ~-75 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF P.~NCHO CUCAMONCA, CALIFORNIA, ~JJTHORIZINC AND PROVIDING FOR THE ISSUANCE OF REFUNDING BONDS PURSUANT TO THE "REFUNDING ACT OF 198~ FOR 1915 IMPROVEMENT ACT BONDS" H RNREAS, the CITY COUNCIL of the CITY OF RANCHO CUCAMONGA, CALIFORNIA, has heretofore undertake proceedings pursuant to the "Refunding Act of 1984 for 1915 Improvement Act Bonds", being Division 11.5 of the Streets and Highways Code of the State of California, and has confirmed teaseasements upon lands within a special assessment district, said special district known and designated as ASSESSMENT DISTRICT NO, 82-1R (REFUNDING) (hereinafter referred to as the "Refunding District"); and HHEREAS, said proceedings provided for the issuance of bonds pursuant to the "Refunding Act of 1984 for 1915 Improvement Act Bonds", being Division 11.5 of said Code, and it is necessary to establish terms and provisions of such issuance. WHERN, there has now been presented for consideration by this legislative body a preliminary Official Statement containing information including but not limited to the Refunding District and the type of bonds, including terms and conditions thereof. N(N, THEREFORE, IT IS RKRENY RESOLVED AS FOLLOHS: SECTION 1: Reci tale. mat the above recitals are all true and correct. SBCTION 2: Issuance of RefundinS Bonds. Refunding Bonds in the aggregate principal amount of $5,961,2&9.&4 shall be issued as bereinafter provided upon th security of unpaid reassessments levied in accordance with the refunding law and under and pursuant to the proceedings thereunder duly had and taken. The Refunding Bonds barein provided to be issued shall be know as "City of Rancho Cucamonge Assessment District No. 82-1R Refunding Bonds", (the "Refunding Bond or Refunding Bonds"), and shall be dated March 21, 1986. The Refunding Bonds shall be issued only in full registered form in denominations of $5,000 or any integral multiple thereof, except that one Refunding Bond shall include the amount by which the total issue exceeds the maximum integral mltiple of $5,000 contained therein. The Refunding Bonds shall be issued in serial form with annual maturities on September 2rid of every year succeedinK 12 mouths after their date, until September 2, 1998, Refunding Bonds shall mature in the amounts end on the dates and at the rates of interest to be set forth in the Bond Purchase Contract to be submitted to and subject to the approval of this legislative body. SECTION 3: Form of Refundi~2 Bonds. The Refunding Bonds shall be issued pursuant to the provisions of the "Refunding Act of 1984 for 1915 Improvement Act Bonds" (the "Refunding La~"), being Division 11.5 of the Streets and Highways Code of the State of California, and shall be substantially in the format of bonds as authorized pursuant to the terms and provisions of the "Improvement Bond Act of 1915", being Division 10 of said Code, except as such former mny vary from the terms and conditions se~ forth in this Resolution. Resolution No. 86-75 Page 2 SECTION 4: Interest. Eacb Refunding Bond shall be of a single maturity and shall bear interest at a rate not to exceed 12% per annum from the interest payment date next preceding the date on which it is authenticated and registered, unless said Refunding Bond is authenticated and registered as of an interest payment date, in which case it shall bear interest from said interest payment date, or unless said Refunding Bond is authenticated and registered prior to the first interest payment date, in which case it shall bear interest from its date, until payment of its principal sum has been discharged. Interest shall be payable commencing on March 2, 1987, and semi-annually =hereafter on September 2 and March 2 of each year to maturity. SECTION 5: Place of Pg~-nt. The principal and interest on the Refunding Bonds shall be payable in lawful money of the United States of America at the corporate trust office of the Bank of America National Trust and Savings Association, San Francisco, California (the "Registrar, Paying Agent and Transfer A6ent"), Principal and interest on said Refunding Bonds shall be paid by check or draft to the registered owner thereof at his address as it appears on the books of rqistration, or at such address as may have been filed with the Registrar for that purpose, as of the 15th day immediately preceding said interest psymsnt date. SECTION 6: Redemption. This Refunding Bond, or a portion thereof if issued in a denomination greater than $5,000, shell be subject to redemption and payment in advance of maturity in increments of $5,000 as provided in Section 8768 of the Streets and Highways Code, on the 2rid day of Hatch or September in say year, by giving the notice provided in said law to the reaistered owner thereof at his address as it appears on cbe books of registration and by paying principal of and accrued inEerest on such redeemed amount, together with a premium equal to three percent (3X) of the redeemed principal amount. If less than the entire Refunding Bond is redeemed, the unredeemed portion shall be reissued to the registered owner thereof. SECTION 7: Transfer of Registered Refunding Bonds. Any fully registered Refunding Bond may, in accordance with its terms, be transferred upon the books of registration required to be kept pursuant to the provisions of Section 8 by the owner in whose name it is registered, or by his duly authorized attorney or legal representative, upon surrender of such fully registered Refunding Bond for registration of such transfer, accompanied by delivery of a written instrumont or transfer in a form approved by the Transfer Agent and Treasurer and by the owner of said Refunding Bonds, duly executed. The Transfer Agent shall require the payment by the bondholder requesting such transfer of any tax or other governmental charge required to be paid with respect to such transfer and such charges as provided for in the system of registration for registered debt obligations. No transfer of fully reslstered Refunding Bonds shall be required to be made during the fifteen (15) days next preceding each interesC payment date. SECTION 8: Kxcha~2e of Registered Rsfundi~2 Bonds. Fully registered Refunding Bonds say be exchanged at the office of the designated Transfer A~en~/Registrar, for a like aggregate principal amount of Refunding Bonds of the same series, interest rate and maturity, subject to the terms and conditions provided in the systes of registration for registered debt obligations, including the payment of certain charges, if any, upon surrender and cancellation of this Refunding Bond. Upon such ~ransfer and exchange, a new registered Refunding Bond or Bonds of any authorized denomination or denominations of the same maturity for the same aggregate principal amount will be issued to the translates in exchange therefor. Resolution No. 86-75 Page 3 SBCTION 9: Books of R~.fistration. There shall be kept by the Registrar sufficient books for the reaistratioo end transfer of the Refunding Bonds and, upon presentation for such purpose, the Registrar shall, under such reasonable regulations as it ma~ prescribe, re~ister or transfer or cause co be registered or transferred, on said resister, Refunding Bonds as hereinbefore provided. SECTI(M 10: Execution of Bonds. The Refunding Bonds shall be executed in facsimile the Mayor and the Treasurer and attested by the Cit7 Clerk, and the corporate seal shall be imprinted in facsimile on the Refunding Bonds. The Refundin2 Bonds shell then be delivered to the Transfer A~ent and Registrar, for authenticsalon end registration. In case an officer who shall have signed or attested to amy of the Refunding Bonds by facsimile or otherwise shall cease to be such officer before the autbentication, delivery and issuance of the Refunding Bonds, such Refunding Bonds nevertheless ma~ be authenticated, delivered and issued, and upon such autbentication, delivery and issue, shall be as binding as though those who signed and attested the same had remained in office. SET10S 11: a,,thentlcatlon. 0~ly such of the Refunding Bonds as shall bear thereon a certificate of suthentication substantially in the form belo~, manually executed by the Transfer Agent and Registrar, shell be valid or obligatox7 for amy purpose or entitled to the benefits of this Resolution, and such certificate of the Tressfar Agent and Registrar shell be conclusive evidence that the Refunding Bonds so authenticated have been duly executed, authenticated and delivered bernunder, and are entitled to the benefits of this Resolution. FORM OF CERTIFICATE OF AUTH~ITXCATIOS MiD RB3ISTRATIOS This bond has been authenticated and registered on Base OF AMERICA NATIOSAL TRUST ABD SAVIng negOtIATIng an Paying Agent, Registrar add Transfer A~ent By: SECTInS 12: lqotlabilltJ. R~gistratlon and Transfer of Refunding Bonds. The transfer of any Refunding Bond may be registered only upon such books of rqistratioo upon surrender thereof to the Transfer A~ent and Registrar, together with an assignment duly executed by the owner or his attornny or tens1 representative, in satisfactory form. Upon any such registration of transfer, a new Refunding Bond or Bonds shall be nutbenticaCed and delivered in exchange for such Refunding Bond, in the name of the translates, of soy denoainetion or deooainntioos authorized by this Resolution, and in an aggrqete principal asount equal to the principal amount of such Refunding Bond or principal amount of such Refunding Bond or Bonds so surrendered. In all cases in which Refunding Bonds shall be exchanged or transferred, the Transfer A~eot and Registrar shall authenticate at the earliest practical time, Refunding Bonds in accordance with the provisions of this Resolution. All Refunding Bonds surrendered in such exchange or registration transfer shall forthwith be cancelled. The legislative body ma~ make a charge for avery such exchange or registration of transfer of Refundins Bonds sufficient to rei-a, urse it for any tax or other governmental charge required to be paid with respect to such exchange or registration of transfer. The Transfer A~ent and Registrar shall not be required co make such exchange or registration of transfer of Refunding Bonds during the fifteen (15) days immediately preceding any March 2nd or September 2nd. Resolution No. 86-75 Page 4 SECTI0tQ 13: 0wnershlo of RefundiG2 Bonds. The person in whose name any Refunding Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of or on account of the principal and redemption premium, if any, of any such Refunding Bond, and the interest on any such Refunding Bond, shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the limbilia7 upon such Refundin$ Bond, including the redemption premium, if any, and interest thereon, co the extent of the sum or sums so paid. SECTIOM 14: Mutilated. Destrqyed. Stolen or Lost Refunding Bonds. In case any Refunding Bond secured hereby shall become mutilated or be destroyed, stolen or lost, the lqislative body shall cause to be executed and authenticated · new Refunding Bond of like dace and tenor in exchange and substitution for and upon =be cancellation of such mutilated Refunding Bond or in lieu of and in substitution for such Refunding Bond destroyed, s~olen or lost, upon the owner's paying the reasonable expenses and charges in connection =herowi~b, and, in the case of a Refunding Bond destroyed, stolen or lost, filing with the legislative body of evidence satisfactory to it and co ~he Auditor thereof that such Refunding Bond was destroyed, s~olen or losE, and of his ownership thereof, and furnishing the legislative body with indemuiry satisfactox7 to it. SETIriS 15: Cancellation of n*fundi~ Bonds. All Refunding Bonds paid or redeemed, either at or before, maturitT, shall be cancelled upon the payment or redemption of such Refunding Bonds, and shall be delivered to the transfer qnnt and rqistrar when such payment or redemption is made. All Refunding Bonds cancelled under any of the provisions of this Resolution shall be destroyed by ~he Transfer Agent and Registrar, which shall execute a certificate in duplicate deecribin2 the Refunding Bonds so destroyed, and shall retain said executed certificate in its permanent files for the issue. SBCTI0te 16: Reserve Fund, Pursuant to Par= 16 of Division IO of the California Streets and Higbwnys Code, as amended, there shall be created a special reserve fund for the Refunding Bonds to be designated by the name of the Refunding District and specified as ~be special "Reserve Fund". The Reserve Fund shall be funded as follows: The initial designated amount shall be eight percent (8~) of the principal amount of the Refunding Bonds and shall be deposited in =he Reserve Fund out of contributions by the City. At the time of the bond closing, an intitial amount of $195,000,00 shall be deposited into the Reserve Fund from City contributions, The remaining portion of ~be initial designated amount of the Reserve Fund shall be funded from the proceeds of assessment installments for Assessment Discric~ No. 82-1 which become delinquent if not paid on or before April 10, 1986. Periodically, ac such times as may be determined by the legislative body, monies representing interest on funds on deposit in the Reserve Fund shall be transferred co the Reserve Fund, buC only to the extent permitted beTsin. Monies in the Reserve Fund shall be applied as follows: Ae Asouuts in said Reserve Fund shall be transferred Co the Redemption Fund for the bonds if, as a result of delinquencies in the payment of teaseasements, there are insufficient monies in said Redemption Fund ~o pay principal of and interest on cbe bonds. Amounts so transferred shall be repaid co the Reserve Fund from proceeds from cbe redemption or foreclosure o£ property with respect to which an teaseasement is unpaid and from payments of ~be delinquent reassessmencs; Be The amount in the Reserve Fund may accrue ~o ten percent (10l) of the principal amoun~ of the Refunding Bonds; however, said amount shall at no time exceed =he "reserve requirement" which for purposes of this Resolution means maximum Annual Deb~ Service or such lesser amount as shall equal 150I of annual debt service for the bond year for which ~he computation of the Resolution No. 86-75 Page 5 reserve requirement is made. For purposes of this Resolution the term "Annual Debt Service" means the scheduled amount of interest end amortization of principal payable on the Refunding Bonds in the bond year for which the computation is made. For purposes of this Resolution, the term "Bond Year" means the 12 month period beginning September 2 of each year and ending on the let day of said month in the following year. Annually on the first day of each Bond Year or on the preceding day in the event that such first day is not a business day, the Treasurer shall compute Annual Debt Service on the Refunding Bonds during the forthcoming Bond Year. In the event that, based upon such computation, the Treasurer determines that the amount then on deposit in the Reserve Fund exceeds the reserve requirement, the Treasurer shall withdraw the excess amounts from the Reserve Fund and shall deposit such amount in the Redemption Fund to be applied to the payment of debt service on the Refunding Bonds on the next interest payment date. Whenever monies in the Reserve Fund are sufficient to retire all of the RefundinK Bonds outstanding, plus accrued interest thereon, such money shall be transferred to the Redemption Fund for the Refunding Bonds and collection of the remaining unpaid reassesssents shall cease. The amount of the annual Reserve Fund disbursement undertaken pursuant to subsection B. hereinabeve shall be credited toward installments of unpaid reassessments each year during vhich any part of the Refundin2 Bonds remain outstanding. The Auditor's Record, prepared pursuant to Section 8682 of the Streets and Highways Code, shall reflect credits against each of the unpaid reassessments in the manner provided in Section 10427.1 of said Code, in amounts equal to each parcel's proportionate share of the annual reserve fund disbursement. Subject to the limitations contained in subsection B hereinabove, no portion of the annual Reserve Fund disbursement shall be transferred in any year in excess of the amount which would cause the Reserve Fund to fall below the original amount of the Reserve Fund, minus adjustments to reflect the discharge of reassessments prior to maturit7 made to tba~ point. In the event that any annual Reserve Fund disbursement was not fully made in any year because to have done so would have caused the Reserve Fund to fall below the minimum amount for that year, the Treasurer mry thereafter transfer and credit any amounts in excess of the minimum amount toward the reassessment installments due in subsequen~ years. In the event assessments are paid in cash in advance of their final meturit7 date, the Treasurer is authorized to reduce the minimum amount of the Reserve Fund and increase the annual Reserve Fund disbursements in the proportion in which the reassessments paid in cash bears to the total original unpaid realeasements. SECTION 17: Refundi~ Trust Fund. The proceeds from the sale of the Refunding Bonds, after deposit of required amounts in the Reserve Fund and the Redemption Fund, shall be placed in the fund hereby created, pursuant to Sections 9613 and 9616 of the California Streets and Highways Code, as amended, vhlch shall be called the "Refunding Trust Fund", and the monies in said Fund shall be used only for the purpose of refunding the bonds to be refunded, and the funds shall be applied only as permitted by the Refunding Law. Resolution No. 86-~ 5 Page 6 SECTION 18: Investmmnt of Refundin2 Trust Fund Monies. Immediately upon deposit of the proceeds from the sale of the Refunding Bonds and the applicable tit7 contributions into the Refunding Trust Fund, an amount thereof necessary Co pay the principal of and interest sod redemption premiums on the refunded bonds on July 2, 1986, shall be invested by the Treasurer in "Federal securites" as defined by Section 9600(c) of Cbe California Streets and Bigbways Code, as amended. Such investment shall mature so as to ensure Chat such monies, and any interest earned thereon, are available for the purpose of redeeming the refunded bonds on July 2, 1986, Monies in the Refunding Trust Fund may not be invested so that the interest earned thereon exceeds the interest payable on the Refunding Bonds. SECTION 19: Redsmotion of Refundi~2 Bonds. The Treasurer shall undertake proceedings pursuant to Division 11.1 of cbe Streets and Sighways Code of the State of California to cause the advance retirement of the refunded bonds on July 2, 1986. Principal of and interest and redemption premiums on cbe refunded bonds shall be payable from the Refunding Trust Fund. Any surplus in the Refunding Trust Fund after completion of the advance retirement of the refunded Bonds not necessary to pay the designated cost of issuance of Refunding Bonds shall be immediately transferred Co the Redemption Fund. SECTION 20: Costs of Issuance. The costs of issuing the Refunding Bonds shall be paid from the proceeds of sale of the Refunding Bonds. SECTION 21. Rmde~ption Fund. Principal of and interest on said Refunding Bonds shall be paid out of the Redemption Fund created pursuant to Section 8671 of the California Streets and Sigtnpnys Code. Accrued interest paid by the purchaser of the Refunding Bonds, if any, shall be deposited in the Redemption Fund, SECTION 22: Covenant to Foreclose. The legislative body hereby covenants that upon default of any reameasement payment due, iC will cause Superior Court foreclosure proceedings to be brought within one hundred fifty (150) days of such default and thereafter diligently prosecute to completion such proceedings. Such foreclosure proceedings may be deferred if fund are advanced to the special Reserve Fund to keep said Fund continually at the level set forth in the Section entitled '*Reserve Fund'* set forth hereiuabove. SECTION 23: Order Co Print and ~,thenticate Refundi~2 Bonds. The Treasurer is hereby instructed to cause Refunding Bonds, as set forth above, to be printed, and to proceed to cause said Refunding Bonds to be authenticated and delivered to an authorized representative of the purchaser upon payment of the purchase price as set forth in the accepted proposal for the sale of Refunding Bonds. SECTION 24: Non-Arbitr~e Covenant: The City hereby covenants vitb the owners of the Refunding Bonds that it will make no use of the proceeds of th Refunding Bonds at any time during the term thereof which, if such us had been reasonably expected on the date said Refunding Bonds were issued, would have caused said Refundin~ Bonds to be arbitrage bonds wltbln the meaning of the Internal Revenue Code of 1954, as amended, or any Internal Revenue Code which is enacted in lleu of Che Internal Revenue Code of 1954, and the Treasury Regulations promulgated thereunder. SgCTION 25: Arbitre8· Certificate. On the basis of the facts, estimates and circumstances now in existence and in existence on the date of issue of the Refunding Bonds, as determined by the Treasurer, said Treasurer is hereby authorized to certify that it is not expected that the proceeds of the issue will be used in a manner that would cause such obligations Co be arbitrage bonds. Such certification shall be delivered Co the purchaser together with the Refunding Bonds. Resolution No. 86-75 Page 7 SECTI(M 26: Investm-nt of Monies in Refundin2 Bond Funds, Except as otherwise provided herein, all monies held by the Treasurer in any of the funds or accounts established pursuant to these proceedings and all monies held by the CitV in any fund or account which is reasonably expected to be used to pay, or which is pledged for the payment of, debt service on th Refundins Bonds shall not be invested so as to adversely affect the exemption from Federal income taxation of interest on the Refundins Bonds. SECTION 27: No Federal Guarantee. The Cit~ shall take no action nor permit nor suffer any action to be taken if the result of the same would cause the Refunding Bonds to be a Federally guaranteed obligation within tbe meaninE of Section 103(h) of the Code. Any section reference in this Resolution to the Code shall be deemed to be and shall refer =o any section of similar import enacted in lieu or in amendment of such section or contained in any internal revenue code enacted in lieu of the Internal Revenue Code of 1954. SECTION 28: A--nd,~,nt. Without the consent of the bondowners, the Cit7 hereafter may amend this Resolution to add, modify or delete provisions if the same is necessary or desirable, in the opinion of Bond Counsel, to assure the exemption of interest on the Refunding Bonds from Federal income taxation. SECTION 29: Desi2nation of Transfer A2ent. Payi~ A~ent and R~.2is~rar. The BANK OF AMERICA NATIONAL TRDST AND SAVINGS ASSOCIATION is hereby designated Transfer Agent, Paying Agent and Registrar with respect to these proceedings and the Refunding Bonds to be issued. SECTION 30: Prelim{nary Official StaCe--nt. The Preliminary Official Statement, as prepared and submitted, is hereby approved and adopted, and the execution and distribution is hereby authorized. A cow of said Preliminary Official Statement shall be kept on file with the transcript of these proceedings and remain open for public inspection. The City Manager, with the concurrence of Bond Counsel, is hereby authorized to approve a Final Official Statement at or prior to the bond closing. PASSED, APPROVED, and ADOPTED this 20tb day of March, 1986. AYES: MikeIs, Buque=, King, Dsbl, Wright NO~S: None ABSI~T: None I, BEVERLY A. AUTRELET, CITY CLERK of the City of Rancho Cucamonga, California, do hereby certify that the foregoing Resolution was duly passed, approved, and adopted by the City Council of the City of Rancho Cucamonga, California, at a regular meeting of said City Council held on the 20th day of 'March, 1986. Resolution No. 86-75 Page 8 ExecuZed Cal ifornia. =his 21s~ day of March, 1986 at Rancbo Cucamonga. Beverly · Au=bele~, Cit7 Clerk