Loading...
2001/04/03 Rohnert Park Financing Authority Resolution RESOLUTION NO. 2001-01 A RESOLUTION OF THE GOVERNING BOARD OF THE ROHNERT PARK FINANCING AUTHORITY AUTHORIZING THE ISSUANCE OF ITS NOT TO EXCEED $5,700,000 AGGREGATE PRINCIPAL AMOUNT OF MOBILE HOME PARK REVENUE BONDS (LAS CASITAS DE SONOMA), AND APPROVING CERTAIN DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, the Rohnert Park Financing Authority (the II Authority") is authorized by the Joint Powers Act, Section 6500 and following of the California Government Code (the "JP A law") and its Joint Exercise of Powers Agreement, dated as of January 1, 1999 (the II Agreement"), to issue revenue bonds for the purpose of financin~ among other things, the acquisition of mobile home parks by nonprofit organizations in accordance with Chapter 8 of Part 5 of Division 31 of the California Health and Safety Code (the "Housing law"); and WHEREAS, Millennium Housing of California, a California nonprofit public benefit corporation (the "Corporation") qualified as an exempt organization under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), has requested that the Authority issue and sell revenue bonds for the purpose of providing for the financing of the acquisition by the Corporation of a 126-space mobile home park located at 7545 Bridgit Drive in the City of Rohnert Park (the "City") and known as Las Casitas de Sonoma (the "Project"); and WHEREAS, the financing of the Project will lessen the governmental burden of the City by preserving affordable housing within the City; and WHEREAS, the Authority proposes to issue its not to exceed $5,700,000 aggregate principal amount Rohnert Park Financing Authority Mobile Home Park Revenue Bonds (Las Casitas de Sonoma) in one or more series (the "Bonds") pursuant to the Housing law to finance the acquisition by the Corporation of the Project; and WHEREAS, there has been presented to the Governing Board of the Authority at this meeting proposed forms of an Indenture of Trust, a Loan Agreement, a Regulatory Agreement and an Administration and Oversight Agreement, as well as Preliminary Official Statements relating to the Bonds and a Purchase Contract with respect to the purchase of the Bonds by Kinsell, Newcomb & De Dios, Inc. (the "Underwriter"); and WHEREAS, notice of a public hearing for March 27, 2001 with respect to the proposed issuance of the Bonds was published at least 14 days before March 27, 2001, in a newspaper of general circulation in the City; and WHEREAS, the City Council is the applicable elected representative required to approve the issuance of the Bonds within the meaning of and as required by Section 147(f) of the Code; and WHEREAS, on the date hereof the City Council conducted a public hearing on the issuance of the Bonds for purposes of the Code and, following the hearin~ adopted a resolution approving the issuance of the Bonds by the Authority; and WHEREAS, all acts, conditions and things required by the 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 exist, have happened and have been performed in due time, form and manner as required by law, and the Authority is now duly authorized and empowered, pursuant to each and every requirement of law, to issue the Bonds for the purposes, in the manner and upon the terms herein provided. Rohnert Park Financing Authority Resolution No. 2001-01 (Page 2 of 4) NOW, THEREFORE, the Authority hereby resolves as follows: 1. The above recitals, and each of them, are true and correct. 2. Union Bank of California, N.A., is hereby appointed as the initial trustee (the IITrustee") under the Indenture of Trust (the IIIndenture") relating to the Bonds, with the duties and powers of such Trustee as are set forth in the Indenture. 3. The Bonds in the aggregate initial principal amount of not to exceed $5,700,000 are hereby authorized to be issued pursuant to the Housing law and the Indenture. The Bonds shall be in the respective principal amounts and shall have such tenus as set forth in the Indenture: The Indenture, between the Authority and the Trustee, in the fOI:m presented at this meeting, is hereby approved and the Chair or the Executive Director, each acting alone are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Indenture in the form hereby approved together with such additions or changes as the officer executing the same, upon consultation with Bond Counsel, may approve, such approval to be conclusively evidenced by the execution and delivery of the Indenture by the Authority. 4. The forms of the Bonds, each as set forth in the Indenture, are hereby approved and the Chair and the Secretary are hereby authorized and directed to execute by manual or facsimile signature, for and in the name and on behalf of the Authority, the Bonds in either temporary and/ or definitive form in the aggregate principal amounts and all in accordance with the terms and provisions of the Indenture. 5. The Loan Agreement (the IILoan Agreement") by and among the Authority, the Trustee and the Corporation, whereby the proceeds of the Bonds are to be loaned to the Corporation the for the purpose of providing permanent financing for the acquisition of the Project, in the form presented at this meeting, is hereby approved and the Chair or the Executive Director, each acting alone, are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Loan Agreement in the form hereby approved together with 'such additions or changes as the officer executing the same, upon consultation with Bond Counsel, may approve, such approval to be conclusively evidenced by the execution and delivery of the Loan Agreement by the Authority. 6. The Regulatory Agreement and Declaration of Restrictive Covenants by and among the Authority, the Trustee and the Corporation (the IIRegulatory Agreement") in the form presented at this meeting, is hereby approved and the Chair or the Executive Director, each acting alone, are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Regulatory Agreement in the form hereby approved together with such additions or changes therein as the officer executing the same, upon consultation with Bond Counsel, may approve, such approval to be conclusively evidenced by the execution and delivery of the Regulatory Agreement by the Authority. Rohnert Park Financing Authority Resolution No. 2001-01 (Page 3 of 4) 7. The Preliminary Official Statement relating to the Series A Bonds (the IIPreliminary Official Statement") in the form presented at this meeting, is hereby approved. The Chair and the Executive Director are hereby authorized and directed to make changes to the form of the Preliminary Official Statement hereby approved, upon consultation with Bond Counsel, as necessary or desireable to reflect the terms of the financing and the documents with respect thereto. The Preliminary Official Statement shall be brought into the form of a final Official Statement which shall contain such changes or modifications thereto as may be deemed necessary or desireable by the Chair or the Executive Director, upon consultation with Bond Counsel. The Chair and. the Executive Director, each acting alone, are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the final Official Statement. The Chair and the Executive Director, each acting alone, are authorized and directed, on behalf of the Authority, to certify the Preliminary Official Statement as "near finaY' for purposes of Rule 15c2-12 under the Securities and Exchange Act of 1934, as amended (11 Rule 15c2-12"), and to certify the Official Statement as "final" pursuant to Rule 15c2-12. 8. The Purchase Contract among the Authority, the Corporation and the Underwriter, in the form presented at this meeting, is hereby approved. The Chair and the Executive Director, each acting alone, are hereby authorized to execute the Purchase Contract in said form together with such additions or changes as the officer executing the same, upon consultation with Bond Counsel, may approve, such approval to be conclusively evidenced by the execution and delivery of the Purchase Contract by the Authority; provided that said execution and delivery is expressly conditioned upon the net interest cost of the Series A Bonds not being in excess of 7.0%, the aggregate principal amount of the Bonds to be sold pursuant to the Purchase Contract not being in excess of $5,700,000, and the discount at which the Bonds will be purchased (not including original issue discount) not being in excess of 3.0%. 9. The Administration and Oversight Agreement (the" Administration Agreement") in the form presented at this meeting, by and among the Authority, the Corporation and Rosenow Spevacek Group, Inc., as Program Administrator and Oversight Agent, is hereby approved and the Chair and the Executive Director, each acting alone, are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute the Administration Agreement in the form hereby approved, together with such additions or changes as the officer executing the same, upon consultation with Bond Counsel, may approve, such approval to be conclusively evidenced by the execution and delivery of the Administration Agreement by the Authority. 10. The Chair, the Executive Director, the Treasurer, the Secretary, Counsel to the Authority and all other officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to do any and all things and take any and all actions, including, execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents which they, or any of them, may deem necessary or advisable in order to consummate the transactions as described herein in connection with the issuance and sale of the Bonds or to otherwise effectuate the purposes of this Resolution. Rohnert Park Financing A ilority 1 Jlution No. 2001-01 (Page 4 of 4) 11. This Resolution shall take effect immediately upon adoption. vote: PASSED, APPROVED, AND ADOPTED this 3'rd day of 'Apri.l. 2001, by the following AYES: NOES: ABSENT: (5) Councilmembers Flores, Reilly, Spiro,Vidak-Martinez and Mayor Mackenzie (0) None (0) None ATTEST: II CERTIFIED II ROHNERT PARK FINANCING AUTHORITY ~.~ CITY . .... ROHNERT PARK -4- Chair