Resolution 37-00 Issuance of Improvement Bonds
PROVIDING FOR THE ISSUANCE, SALE AND DELIVERY OF $1,280,000 GENERAL OBLIGATION IMPROVEMENT BONDS OF 2000 TO PAY A PORTION OF THE COSTS OF LOCAL PUBLIC IMPROVEMENTS; ESTABLISHING THE TERMS AND CONDITIONS THEREFOR; CREATING A CONSTRUCTION FUND AND A DEBT SERVICE FUND THEREFOR; AND AWARDING THE SALE THEREOF
NOW, THEREFORE BE IT RESOLVED by the City Council of Mountain Iron, Minnesota, as follows:
Section 1. Bond Purpose, Authorization, and Award.
1.01 Authority. Pursuant to authority contained in Minnesota Statutes, Chapters 429 and 475, the City Council does hereby direct the issuance and sale of $1,280,000 General Obligation Improvement Bonds of 2000 of the City dated September 1, 2000 (the “Bonds”), for the purpose of financing a portion of the costs of local public improvements which are to be paid for in part by special assessments levied or to be levied upon benefitted property (the “Project”), for payment of part of the interest cost of the Bonds herein and for payment of part of the issuance costs of the Bonds. The principal of and interest on the Bonds shall be paid primarily from special assessments levied upon benefitted property and ad valorem taxes.
1.02 Offer for Purchase of the Bonds. The City has received an offer from Juran & Moody, a Division of Miller, Johnson & Kuehn, Inc. of St. Paul, Minnesota (the “Purchaser”), to purchase the Bonds at a cash price of $1,254,912.00, plus accrued interest on the total principal amount from September 1, 2000, to the date of delivery upon the terms and conditions hereafter specified in this Resolution.
1.03 Public Sale of Bonds. In order to comply with the requirements for the public sale of bonds set forth in Minnesota Statutes, Section 475.60, Subdivision 1 and the exception thereto set forth in Minnesota Statutes, Section 475.60, Subdivision 2(9), if the City has retained an independent financial advisor, the City has received and reviewed the opinion of Ramsey Hill Financial as to the fair and equitable pricing of the offer of the Purchaser to purchase the Bonds and the transaction costs relating thereto.
1.04 Award of Sale. The City Council, after due consideration, finds such offer reasonable and proper and the offer of the Purchaser is hereby accepted. The Mayor and the Administrator are authorized and directed to execute on the part of the City a contract for the sale of the Bonds in accordance with the Purchaser’s proposal, and to acknowledge receipt of the check given for the security of the proposal, if any.
Section 2. Terms of the Bonds.
2.01 Date and Maturities. The Bonds to be issued hereunder shall be dated September 1, 2000, as the date of original issue, shall be issued in the denomination of $5,000 each, or any integral multiple thereof, in fully registered form and lettered and numbered R-1 and upward. The Bonds shall bear interest at the annual rates and shall mature on February 1 in the years and amounts shown below:
YEAR
AMOUNT
INTEREST RATE
2002
$45,000
4.75%
2003
60,000
4.85
2004
65,000
5.00
2005
65,000
5.10
2006
70,000
5.20
2007
75,000
5.25
2008
80,000
5.30
2009
85,000
5.35
2010
90,000
5.45
2011
95,000
5.50
2012
100,000
5.55
2013
105,000
5.60
2014
110,000
5.65
2015
115,000
5.70
2016
120,000
5.75
2.02 Redemption. A. The Bonds maturing in the years 2002 through 2008 shall not be subject to redemption and prepayment before maturity, but those maturing, or subject to mandatory redemption, in the year 2009 and in subsequent years shall each be subject to redemption and prepayment at the option of the City on February 1, 2008, and on any day thereafter, in whole or in part, and if in part, at the option of the City and in such manner as the City shall determine.
B. In the event any of the Bonds are called for redemption, notice thereof identifying the Bonds to be redeemed will be given by the Bond Registrar by mailing a copy of the redemption notice by first class mail (postage prepaid) at least 30 days prior to the date fixed for redemption to the registered owner of each Bond to be redeemed at the address shown on the registration books kept by the Bond Registrar and by publishing the notice in the manner required by Section 475.54, Subdivision 4 of the Act; provided however, that so long as the Bonds are registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”), notice of redemption shall be given in accordance with the terms of the Representation Letter hereinafter described. Failure to give notice by mail to any registered owner, or any defect therein, will not affect the validity of any proceeding for the redemption of Bonds not affected by such defect or failure. Bonds so called for redemption will cease to bear interest after the specified redemption date, provided that the funds for the redemption are on deposit with the place of payment at that time.
C. If less than all the Bonds of a maturity are called for redemption while the Bonds are registered in the name of Cede & Co., the City or the Bond Registrar designated below will notify DTC of the particular amount of such maturity to be prepaid. DTC will determine by lot the amount of each participant’s interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interest in such maturity to be redeemed. If less than all the Bonds of a maturity are called for redemption and the Bonds are not registered in the name of Cede & Co., the Bond Registrar will determine by lot or other manner deemed fair, the amount of each maturity to be redeemed. All prepayments shall be at a price equal to the principal amount thereof plus accrued interest.
2.03 Interest Payment Dates. The Bonds shall bear interest at the annual rates stated therefor in Section 2.01. The interest shall be payable semiannually on February 1 and August 1 in each year (each referred to herein as an “Interest Payment Date”) commencing on February 1, 2001. Interest will be computed upon the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to the rules of the Municipal Securities Rulemaking Board. The Bond Registrar designated below shall make all interest payments with respect to the Bonds by check or draft mailed to the registered owners of the Bonds shown on the bond registration records maintained by the Bond Registrar at the close of business on the 15th day (whether or not on a business day) of the month next preceding the Interest Payment Date at such owners’ addresses shown on such bond registration records.
2.04 Preparation. The Bonds shall be prepared for execution in accordance with the approved form and shall be signed by the manual or facsimile signature of the Mayor and attested by the manual or facsimile signature of the Administrator. If the legal opinion of Fryberger, Buchanan, Smith & Frederick, P.A. is not manually signed, the certificate as to legal opinion on each Bond shall be executed by the manual signature of the Administrator. The corporate seal of the City may be omitted from the Bonds as permitted by law. In case any officer whose signature or a facsimile of whose signature shall appear on the Bonds shall cease to be an officer before delivery of the Bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery.
2.05 Appointment and Duties of Bond Registrar. A. The City Council hereby appoints U.S. Bank Trust National Association in St. Paul, Minnesota, as registrar, authenticating agent, paying agent and transfer agent for the Bonds (such bank or its successors is herein referred to as the “Bond Registrar”). No Bond shall be valid or obligatory for any purpose unless or until either (i) the Bond Registrar’s authentication certificate on such Bond, substantially set forth in Section 3.01 hereof, shall have been duly executed by an authorized representative of the Bond Registrar or (ii) the Bonds have been manually executed by at least one officer of the City. Authentication certificates on different Bonds need not be signed by the same representative. The executed Authentication Certificate or the manual signature of at least one officer of the City on each Bond shall be conclusive evidence that it has been authenticated and delivered under this Resolution.
B. The City shall cause to be kept by the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the City shall provide for the registration of the Bonds and the registration of transfers of the Bonds entitled to be registered or transferred as herein provided. In the event of the resignation or removal of the Bond Registrar or its incapability of acting as such, the bond registration records shall be maintained at the office of the successor Bond Registrar as may be appointed by the City Council.
C. Upon surrender for transfer of any Bond at the principal corporate office of the Bond Registrar, the City shall execute and the Bond Registrar shall authenticate, if required by law or this Resolution, and deliver, in the name(s) of the designated transferee or transferees, one or more new Bonds of the like aggregate principal amount, as requested by the transferor.
D. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all of the rights to interest, accrued and unpaid and to accrue, which are carried by such other Bond. Each Bond shall be dated by the Bond Registrar as of the date of its authentication or manual execution, as the case may be. The City and the Bond Registrar shall not be required to make any transfer or exchange of any Bonds called for redemption or to make any such exchange or transfer of the Bonds during the 15 days next preceding the date of the first publication or the mailing (if there is no publication) of notice of redemption in the case of a proposed redemption of the Bonds.
2.06 Book Entry System. A. In order to make the Bonds eligible for the services provided by DTC, the City has previously agreed to the applicable provisions set forth in the Blanket Issuer Letter of Representations which has been executed by the City and DTC (the “Representation Letter”).
B. All of the Bonds shall be registered in the name of Cede & Co., as nominee for DTC. Payment of interest on and principal of any Bond registered in the name of Cede & Co. shall be made by wire transfer or New York Clearing House or equivalent same day funds by 10:00 a.m. CT or as soon as possible thereafter following the Bond Registrar’s receipt of funds from the City on each Interest Payment Date to the account of Cede & Co. on each Interest Payment Date at the address indicated in or pursuant to the Representation Letter.
C. Additional matters with respect to, among other things, notices, consents and approvals by Bondholders and payments on the Bonds are set forth in the Representation Letter.
2.07 Lost or Damaged Bonds. If a Bond becomes mutilated or is destroyed, stolen, or lost, the Bond Registrar will deliver a new Bond of like amount, number, maturity date, and tenor in exchange and substitution for and upon cancellation of the mutilated Bond or in lieu of and in substitution for any Bond destroyed, stolen, or lost, upon the payment of the reasonable expenses and charges of the Bond Registrar and the City in connection therewith, including the cost of printing new Bonds; and, in the case of a Bond destroyed, stolen, or lost, upon filing with the Bond Registrar and the City of evidence satisfactory to it and the City that the Bond was destroyed, stolen, or lost, and of the ownership thereof, and upon furnishing to the Bond Registrar of an appropriate bond or indemnity in form, substance, and amount satisfactory to it and the City and as provided by law, in which both the City and the Bond Registrar must be named as obligees. Bonds so surrendered to the Bond Registrar will be canceled by the Bond Registrar and evidence of such cancellation must be given to the City. If the mutilated, destroyed, stolen, or lost Bond has already matured or been called for redemption in accordance with its terms, it is not necessary to issue a new Bond prior to payment.
2.08 Payment of Bonds. A. The City and the Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and interest on such Bond and for all other purposes whatsoever, whether or not such Bond be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary.
B. The principal of and interest on the Bonds shall be payable by the Bond Registrar in such funds as are legal tender for the payment of debts due the United States of America. The City shall pay the reasonable and customary charges of the Bond Registrar for the disbursement of principal and interest.
2.09 Delivery. Delivery of the Bonds and payment of the purchase price shall be made at a place mutually satisfactory to the City and the Purchaser. Printed or typewritten, and executed Bonds shall be furnished by the City without cost to the Purchaser. The Bonds, when prepared in accordance with this Resolution and executed, shall be delivered by or under the direction of the Administrator to the Purchaser upon receipt of the purchase price plus accrued interest.
Section 3. Form of the Bonds.
3.01 The Bonds shall be printed or typewritten in substantially the following form:
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF ST. LOUIS
R-___________ $__________
CITY OF MOUNTAIN IRON
GENERAL OBLIGATION IMPROVEMENT BOND OF 2000
Rate
Maturity Date
Date of Original Issue
CUSIP
%
February 1,
September 1, 2000
REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT: DOLLARS
The City of Mountain Iron, St. Louis County, Minnesota (the “City”), for value received, promises to pay to the registered owner specified above, or registered assigns, the principal amount specified above, on the maturity date specified above, and to pay interest on said principal amount to the registered owner hereof from September 1, 2000, or from the most recent Interest Payment Date (defined below) to which interest has been paid or duly provided for, until the principal amount is paid, said interest being at the rate per annum specified above. Interest is payable semiannually on February 1 and August 1 of each year (each referred to herein as an “Interest Payment Date”) commencing on February 1, 2001. Both principal hereof and interest hereon are payable in lawful money of the United States of America by check or draft at the main office of U.S. Bank Trust National Association, in St. Paul, Minnesota, as bond registrar, authenticating agent, paying agent and transfer agent (the “Bond Registrar”), or at the office of such successor Bond Registrar as may be designated by the governing body of the City. The Bond Registrar shall make all interest payments with respect to this Bond directly to the registered owner hereof shown on the bond registration records maintained on behalf of the City by the Bond Registrar at the close of business on the 15th day of the month next preceding the Interest Payment Date (whether or not a business day) at such owner’s address shown on said bond registration records, without, except for payment of principal of the Bond, the presentation or surrender of this Bond, and all such payments shall discharge the obligation of the City to the extent of the payments so made. Payment of principal shall be made upon presentation and surrender of this Bond to the Bond Registrar when due. For the prompt and full payment of such principal and interest as they become due, the full faith and credit and taxing power of the City are irrevocably pledged. The City has designated the Bonds as “qualified tax-exempt obligations” pursuant to Section 265(b)(3) of the Internal Revenue Code of 1986, as amended.
This Bond is one of a series issued by the City in the aggregate amount of $1,280,000, all of like date and tenor, except as to number, maturity date, denomination, redemption privilege and interest rate, pursuant to the authority contained in Minnesota Statutes, Chapters 429 and 475, and all other laws thereunto enabling, and pursuant to an authorizing resolution adopted by the governing body of the City on August 7, 2000 (the “Resolution”), for the purpose of financing a portion of the costs of local public improvements. The principal of and interest on the Bonds are payable primarily from special assessments levied or to be levied against benefitted property and ad valorem taxes pledged to a special fund of the City entitled “2000 Improvement Bonds Debt Service Fund”, as set forth in the Resolution to which reference is made for a full statement of rights and powers thereby conferred.
The Bonds of this series maturing in the years 2002 through 2008 are not subject to redemption before maturity, but those maturing in the year 2009 and in subsequent years are each subject to redemption and prepayment at the option of the City on February 1, 2008, and on any day thereafter, in whole or in part, and if in part at the option of the City and in such manner as the City shall determine and by lot as to Bonds maturing in the same year, at a price of par plus accrued interest.
Not less than 30 days prior to the date fixed for redemption and prepayment of any Bonds, notice of redemption shall be mailed to each registered owner of a Bond to be redeemed however, that so long as the Bonds are registered in the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York (“DTC”), notice of redemption shall be given in accordance with the terms of the Blanket Issuer Letter of Representations executed by the City and DTC.
If less than all the Bonds of a maturity are called for redemption while the Bonds are registered in the name of Cede & Co., the City or the Bond Registrar designated below will notify DTC of the particular amount of such maturity to be prepaid. DTC will determine by lot the amount of each participant’s interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interest in such maturity to be redeemed. If less than all the Bonds of a maturity are called for redemption and the Bonds are not registered in the name of Cede & Co., the Bond Registrar will determine by lot or other manner deemed fair, the amount of each maturity to be redeemed. All prepayments shall be at a price equal to the principal amount thereof plus accrued interest. If any Bond is redeemed in part, upon surrender of the Bond being redeemed, the City shall deliver or cause to be delivered to the registered owner of such Bond, a Bond in like form in the principal amount equal to that portion of the Bond so surrendered not being redeemed.
The Bonds of this series are issued as fully registered bonds without coupons, in the denomination of $5,000 or any integral multiple thereof. The City will, at the request of the registered owner, issue one or more new fully registered bonds in the name of the registered owner in the aggregate principal amount equal to the unpaid principal balance of this Bond, all of like tenor except as to number and principal amount. This Bond is transferable by the registered owner hereof upon surrender of this Bond for transfer at the principal corporate office of the Bond Registrar, duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Bond Registrar and executed by the registered owner hereof or the owner’s attorney duly authorized in writing. Thereupon the City shall execute and the Bond Registrar shall authenticate, if required by law or the Resolution, and deliver, in exchange for this Bond, one or more new fully registered bonds in the name of the transferee of an authorized denomination, an aggregate principal amount equal to the unpaid principal amount of this Bond, of the same maturity, and bearing interest at the same rate. No service charge shall be made for any transfer or exchange hereinbefore referred to, but the City may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith.
IT IS CERTIFIED AND RECITED that all acts and conditions required by the laws and the Constitution of the State of Minnesota to be done and to exist precedent to and in the issuance of this Bond, in order to make it a valid and binding general obligation of the City in accordance with its terms, have been done and do exist in form, time and manner as so required; that all taxable property within the limits of the City is subject to the levy of ad valorem taxes to the extent needed to pay the principal hereof and the interest hereon when due, without limitation as to rate or amount and that the issuance of this Bond does not cause the indebtedness of the City to exceed any constitutional or statutory limitation.
This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Resolution until either (i) the Bond Registrar’s Authentication Certificate hereon shall have been executed by the Bond Registrar by one of its authorized representatives or (ii) the Bond has been manually executed by at least one officer of the City.
IN WITNESS WHEREOF, the City of Mountain Iron, St. Louis County, Minnesota, by its governing body, has caused this Bond to be executed in its name by the facsimile or manual signature of the Mayor and attested by the facsimile or manual signature of the Administrator.
ATTEST:
(signature) (signature)
Administrator Mayor
Date of Authentication:
BOND REGISTRAR’S AUTHENTICATION CERTIFICATE
The Bond Registrar confirms that the books reflect the ownership of the Bond registered in the name of the owner named above in the principal amount and maturing on the date stated above and this Bond is one of the Bonds of the series issued pursuant to the Resolution hereinabove described.
U.S. BANK TRUST NATIONAL ASSOCIATION
St. Paul, Minnesota
Bond Registrar
By
Authorized Representative
(Certificate as to Legal Opinion)
I certify that attached hereto is a full, true, and correct copy of the legal opinion rendered by Bond Counsel on the issuance of the $1,280,000 General Obligation Improvement Bonds of 2000, of the City of Mountain Iron, Minnesota, which includes the within Bond, dated as of the original date of delivery of and payment for the Bonds.
(signature)
Administrator
REGISTRATION CERTIFICATE
This Bond must be registered as to both principal and interest in the name of the owner on the books to be kept by U.S. Bank Trust National Association of St. Paul, Minnesota, as Bond Registrar. No transfer of this Bond shall be valid unless made on said books by the registered owner or the owner’s attorney thereunto duly authorized and similarly noted on the registration books. The ownership of the unpaid principal balance of this Bond and the interest accruing thereon is registered on the books of U.S. Bank Trust National Association in the name of the registered owner last noted below.
Date
Registered Owner
Signature of Bond Registrar
__/__/__
Cede and Co.
c/o The Depository Trust
Company
55 Water Street
New York, NY 10041
Federal Taxpayer I.D.
No.: 13-2555119
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto
(Name and Address of Assignee)
Social Security or Other
Identifying Number of Assignee
the within Bond and all rights thereunder and does hereby irrevocably constitute and appoint attorney to transfer the said Bond on the books kept for registration thereof with full power of substitution in the premises.
Dated:
NOTICE: The signature to this assignment must correspond with the name of the registered owner as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatsoever.
Signature Guaranteed:
(Bank, Trust Company, member of
National Securities Exchange)
Section 4. Covenants, Accounts and Tax Levies.
4.01 Covenants. It is hereby determined that the Project will directly and indirectly benefit abutting property, and the City hereby covenants with the holders from time to time of the Bonds as follows:
A. The City has caused or will cause the special assessments for the Project to be promptly levied so that the first installment will be collectible not later than 2001 and will take all steps necessary to assure prompt collection, and the levy of the special assessments is hereby authorized. The City Council will cause all further actions and proceedings to be taken with due diligence that are required for the construction of each portion of the Project financed wholly or partly from the proceeds of the Bonds, and for the final and valid levy of the special assessments and the appropriation of any other funds needed to pay the Bonds and interest thereon when due.
B. It is recognized that the City’s liability on the Bonds is not limited to the special assessments and ad valorem taxes pledged herein, and the City Council covenants and agrees that in the event of any current or anticipated deficiency in special assessments or ad valorem taxes, it will levy upon all taxable property within the City and cause to be extended, assessed, and collected, any additional taxes found necessary for full payment of the principal of and interest on the Bonds, without limitation as to rate or amount.
C. The City will keep complete and accurate books and records showing: receipts and disbursements in connection with the improvements and special assessments levied therefor and other funds appropriated for their payment, collections and disbursements thereof, moneys on hand and the balance of unpaid special assessments.
D. The City will cause its books and records to be audited and will furnish copies of such audit reports to any interested person upon request.
E. The City Council l of the City covenants and agrees with the holders of the Bonds and with its taxpayers that it will assess against benefitted property not less than 20% of the cost of the Project.
4.02 Construction Fund. On receipt of the purchase price of the Bonds, the City shall credit proceeds from the sale of the Bonds, less amounts allocated as capitalized interest funded from Bond proceeds (the “Capitalized Interest”) and less amounts used to pay part of the interest cost of the issue as allowed by Minnesota Statutes, Section 475.56 (the “Additional Interest”) and less amounts allocated to accrued interest paid by the Purchaser upon closing and delivery of the Bonds (the “Accrued Interest”), to a separate fund, which has been created and designated as the “2000 Improvement Bonds Construction Fund” (the “Construction Fund”). The monies in the Construction Fund, along with other monies of the City available therefor, shall be used to pay construction costs of the Project. Other costs for which payment from the Construction Fund is authorized shall include costs of legal, financial advisory, and other professional services, printing and publication costs, and costs of issuance of the Bonds.
4.03 Debt Service Fund. A separate debt service fund is hereby created and is designated as the “2000 Improvement Bonds Debt Service Fund” (the “Debt Service Fund”). Special Assessments levied or to be levied for the Project and ad valorem taxes levied in this Resolution are pledged to the Debt Service Fund. There is appropriated to the Debt Service Fund the Capitalized Interest, the Additional Interest and the Accrued Interest. The money in such fund shall be used for no purpose other than the payment of principal and interest on the Bonds; provided, however, that if any payment of principal or interest shall become due when there is not sufficient money in the Debt Service Fund, the Administrator shall pay the same from any other fund of the City, which fund shall be reimbursed from the Debt Service Fund when the balance therein is sufficient.
4.04 Tax Levy. A. For the prompt and full payment of the principal and interest on the Bonds when due, the full faith and credit and taxing power of the City are hereby irrevocably pledged. There is hereby levied a direct annual ad valorem tax upon all taxable property in the City which shall be spread upon the tax rolls and collected with and as part of other general property taxes in the City. Said levies are for the years and in the amounts set forth in ATTACHMENT A hereto, which is incorporated by reference as though fully set forth herein.
B. The tax levies are such that if collected in full, they together with estimated collections of investment earnings and special assessments herein pledged for payment of the Bonds, will produce at least 5% in excess of the amount needed to meet when due the principal and interest payments on the Bonds.
C. The tax levies shall be irrepealable so long as any of the Bonds are outstanding and unpaid; provided, however, that on November 30 of each year, while any Bonds issued hereunder remain outstanding, the City Council shall reduce or cancel the above levies to the extent of funds available in the Debt Service Fund to pay principal and interest due during the ensuing year, and shall direct the County Auditor to reduce the levy for such calendar year by that amount.
Section 5. Tax Covenants.
5.01 General. A. The City covenants and agrees with the holders of the Bonds that the City will (i) take all action on its part necessary to cause the interest on the Bonds to be exempt from federal income taxes including, without limitation, restricting, to the extent necessary, the yield on investments made with the proceeds of the Bonds and investment earnings thereon, making required payments to the federal government, if any, and maintaining books and records in a specified manner, where appropriate, and (ii) refrain from taking any action which would cause interest on the Bonds to be subject to federal income taxes, including, without limitation, refraining from spending the proceeds of the Bonds and investment earnings thereon on certain specified purposes.
5.02 Arbitrage Rebate Exception. For purposes of qualifying for the small issuer exception to the federal arbitrage rebate requirements, the City hereby finds, determines and declares that the aggregate face amount of the tax-exempt obligations (other than private activity bonds) issued by the City (and all subordinate entities of the City) during the calendar year in which the Bonds are issued is not reasonably expected to exceed $5,000,000, all within the meaning of Section 148(f)(4)(D) of the Internal Revenue Code of 1986, as amended (the “Code”).
5.03 Bank Qualification. In order to qualify the Bonds as “qualified tax-exempt obligations” within the meaning of Section 265(b)(3) of the Code, the City hereby makes the following factual statements and representations:
A. the Bonds are not “private activity bonds” as defined in Section 141 of the Code;
B. the City hereby designates the Bonds as “qualified tax-exempt obligations” for purposes of Section 265(b)(3) of the Code;
C. the reasonably anticipated amount of tax-exempt obligations (other than private activity bonds, treating qualified 501(c)(3) bonds as not being private activity bonds) which will by issued by the City (and all entities whose obligations will be aggregated with those of the City) during the calendar year in which the Bonds are being issued will not exceed $10,000,000; and
D. not more than $10,000,000 of obligations issued by the City during the calendar year in which the Bonds are being issued have been designated for purposes of Section 265(b)(3) of the Code.
Section 6. Certificate of Proceedings.
6.01 Filing with County Auditor. The Administrator is directed to file with the County Auditor a certified copy of this Resolution and such other information as the County Auditor may require, and to obtain from the County Auditor a certificate stating that the Bonds herein authorized have been duly entered on his register.
6.02 Proceedings. The officers of the City are authorized and directed to prepare and furnish to the Purchaser of the Bonds and to bond counsel certified copies of all proceedings and records of the City relating to the authorization and issuance of the Bonds and other affidavits and certificates as may reasonably be requested to show the facts relating to the legality and marketability of the Bonds as such facts appear from the official books and records of the officers’ custody or otherwise known to them. All of such certified copies, certificates and affidavits, including any heretofore furnished, constitute representations of the City as to the correctness of facts recited therein and the actions stated therein to have been taken.
6.03 Absent or Disabled Officers. In the event of the absence or disability of the Mayor or the Administrator, such officers or members of the City Council as in the opinion of the City’s attorney, may act in their behalf, shall without further act or authorization, execute and deliver the Bonds, and do all things and execute all instruments and documents required to be done or executed by such absent or disabled officers.
Section 7. Continuing Disclosure. The City acknowledges that the Bonds are subject to the continuing disclosure requirements of Rule 15c2-12 promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934 (17 C.F.R. � 240.15c2-12) (the “Rule”). The Rule governs the obligations of certain underwriters to require that issuers of municipal bonds enter into agreements for the benefit of the bondholders to provide continuing disclosure with respect to the bonds. To provide for the public availability of certain information relating to the Bonds and the security therefor and to permit underwriters of the Bonds to comply with the Rule, which will enhance the marketability of the Bonds, the Mayor and the Administrator are hereby authorized and directed to execute a Continuing Disclosure Certificate substantially in the form of the Certificate currently on file in the office of the City.
Duly Adopted by the City Council this 7th day of August, 2000.
ATTACHMENT A
$1,280,000 General Obligation Improvement Bonds of 2000
City of Mountain Iron, Minnesota
Levy Year
Collection Year
Tax Levy
2001
2002
$48,000
2002
2003
86,600
2003
2004
86,600
2004
2005
86,600
2005
2006
86,600
2006
2007
86,600
2007
2008
86,600
2008
2009
86,600
2009
2010
86,600
2010
2011
86,600
2011
2012
86,600
2012
2013
86,600
2013
2014
86,600
2014
2015
86,600
2015
2016
86,600
