City Council Resolution 1995-35Re -s, qs-- 31,5f
Extract of Minutes of Meeting
of the City Council of the City of
Monticello, Wright County, Minnesota
Pursuant to due call and notice thereof, a regular meeting of the City Council
of the City of Monticello, Minnesota, was duly held in the City Hall in said City on
Monday, May 22, 1995, commencing at 7:50 o'clock P.M.
The following members were present: Shirley Anderson, Clint Herbst,
Brian Stumpf, Tom Perrault and Mayor Brad Fyle
and the following were absent: None
The Mayor announced that the next order of business was consideration of the
proposals which had been received for the purchase of the City's $3,890, 000 General
Obligation Improvement Bonds, Series 1995A.
The City Administrator presented a tabulation of the proposals which had been
received in the manner specified in the Terms of Proposal of the Bonds. The
proposals were as follows:
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AWARD:
SALE:
85 E. SEVENTH PLACE, SUITE 100
SAINT PAUL, MN 55101-2143
612-223-3000 FAX: 612-223-3002
SPRINGSTED
Public Fie Advi wrs
$3,890,000
CITY OF MONTICELLO, MINNESOTA
GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1995A
(BOOK ENTRY ONLY)
NORWEST INVESTMENT SERVICES, INC.
FBS INVESTMENT SERVICES, INC.
And Associates
May 22, 1995 Moody's Rating: A
DAIN BOSWORTH INCORPORATED 4.75% 1997-2000
4.80% 2001
4.90% 2002
5.00% 2003-2006
PRUDENTIAL SECURITIES, INC. 4.40%
Interest Net Interest True Interest
Bidder
Rates Price Cost Rate
DEAN WITTER REYNOLDS INCORPORATED 4.60%
1999
NORWEST INVESTMENT SERVICES, INC.
4.30% 1997 $3,858,880.00 $1,119,735.83 4.9647%
FBS INVESTMENT SERVICES, INC.
4.40% 1998
American Bank National Association
4.50% 1999
Peterson Financial Corporation
4.60% 2000
5.00%
4.70% 2001
5.10%
4.80% 2002
5.20%
4.90% 2003
5.00% 2004
5.05% 2005
5.15% 2006
DAIN BOSWORTH INCORPORATED 4.75% 1997-2000
4.80% 2001
4.90% 2002
5.00% 2003-2006
PRUDENTIAL SECURITIES, INC. 4.40%
1997
ABN AMRO SECURITIES (USA) INC. 4.50%
1998
DEAN WITTER REYNOLDS INCORPORATED 4.60%
1999
4.70%
2000
4.75%
2001
4.80%
2002
4.90%
2003
5.00%
2004
5.10%
2005
5.20%
2006
$3,860,069.11 $1,137,124.22 5.0482%
$3,851,216.50 $1,137,023.50 5.0493%
SAINT PAUL, MN - MINNEAPOLIS, MN BROOKFIELD, WI OVERLAND PARK, KS • WASHINGTON, DC IOWA CITY. IA
(Continued)
Interest Net Interest True Interes
Bidder Rates Price Cost Rate
PAINEWEBBER INCORPORATED 4.40%
1997
4.50%
1998
4.60%
1999
4.70%
2000
4.80%
2001
4.90%
2002
5.00%
2003
5.10%
2004
5.20%
2005
5.30%
2006
CRONIN & COMPANY, INCORPORATED 4.60% 1997-1999
SMITH BARNEY
4.70%
2000
4.30%
4.75%
2001
4.40%
4.80%
2002
4.50%
4.90%
2003
4.60%
5.00%
2004
4.70%
5.10%
2005
4.80%
5.20%
2006
FIRSTAR BANK MILWAUKEE, N.A.
4.70%
1997
FIRSTAR CORPORATION MINNESOTA
4.75%
1998-2000
OPPENHEIMER & CO., INC.
4.80%
2001-2002
5.15%
4.90%
2003
5.00%
2004
5.10%
2005
5.20%
2006
GRIFFIN, KUBIK, STEPHENS &
4.75%
1997-2000
THOMPSON, INC.
4.80%
2001-2002
4.90%
2003
5.00%
2004
5.10%
2005
5.20%
2006
PIPER JAFFRAY INC.
4.75%
1997-2001
ROBERT W. BAIRD & COMPANY,
4.90%
2002
INCORPORATED
5.00%
2003
PARK INVESTMENT CORPORATION
5.05%
2004
5.15%
2005
5.25%
2006
$3,858,296.50 $1,145,466.83 5.0784%
$3,842,846.30 $1,147,505.70 5.1043%
$3,841,523.95 $1,156,321.88 5.1472%
$3,841,375.00 $1,156,675.00 5.1490%
$3,841,375.00 $1,165,872.50 5.1885%
REOFFERING SCHEDULE OF THE PURCHASER
Rate
Year
Yield
4.30%
1997
Par
4.40%
1998
Par
4.50%
1999
Par
4.60%
2000
Par
4.70%
2001
Par
4.80%
2002
Par
4.90%
2003
Par
5.00%
2004
Par
5.05%
2005
Par
5.15%
2006
Par
BBI: 5.92%
Average Maturity: 5.81 Years
8S E. SEVENTH PLACE, SUITE 100
SAINT PAUL, MN 55101-2143
612-223-3000 FAX: 612-223-3002
fz
SPRINGSTED
Public Finance Advisors
$3,890,000
CITY OF MONTICELLO, MINNESOTA
GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1995A
(BOOK ENTRY ONLY)
AWARD: NORWEST INVESTMENT SERVICES, INC.
FBS INVESTMENT SERVICES, INC.
And Associates
SALE: May 22, 1995 Moody's Rating: A
DAIN BOSWORTH INCORPORATED 4.75%
Interest Net Interest True Interest
Bidder
Rates
Price Cost Rate
2002
5.00%
2003-2006
NORWEST INVESTMENT SERVICES, INC.
4.30%
1997 $3,858,880.00 $1,119,735.83 4.9647%
FBS INVESTMENT SERVICES, INC.
4.40%
1998
American Bank National Association
4.50%
1999
Peterson Financial Corporation
4.60%
2000
4.70%
2001
4.80%
2002
4.90%
2003
5.00%
2004
5.05%
2005
5.15%
2006
DAIN BOSWORTH INCORPORATED 4.75%
1997-2000
4.80%
2001
4.90%
2002
5.00%
2003-2006
PRUDENTIAL SECURITIES, INC. 4.40%
1997
ABN AMRO SECURITIES (USA) INC. 4.50%
1998
DEAN WITTER REYNOLDS INCORPORATED 4.60%
1999
4.70%
2000
4.75%
2001
4.80%
2002
4.90%
2003
5.00%
2004
5.10%
2005
5.20%
2006
$3,860,069.11 $1,137,124.22 5.0482%
$3,851,216.50 $1,137,023.50 5.0493%
SAINT PAUL, MN • MINNEAPOLIS, MN • BROOKFIELD, WI • OVERLAND PARK, KS • WASHINGTON, DC • IOWA CITY, IA
(Continued)
After due consideration of the proposals, Member Anderson then
introduced the following resolution and moved its adoption:
RESOLUTION NO. 95-35
A RESOLUTION AWARDING THE SALE OF $3,890,000
GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1995A;
FIXING THEIR FORM AND SPECIFICATIONS;
DIRECTING THEIR EXECUTION AND DELIVERY;
AND PROVIDING FOR THEIR PAYMENT
BE IT RESOLVED By the City Council of the City of Monticello, Wright
County, Minnesota ( City) as follows:
Section 1. Sale of Bonds.
1.01. Theproposalof Norwest Investment Services, Inc. (Purchaser)
to purchase $3,890, 000 General Obligation Improvement Bonds, Series 1995A (Bonds)
of the City described in the Terms of Proposal thereof is hereby found and
determined to be a reasonable offer and is hereby accepted, the proposal being to
purchase the Bonds at a price of $3,,858,,880.00 plus accrued interest to date of
delivery, for Bonds bearing interest as follows:
Year of
Interest
Year of
Interest
Maturity
Rate
Maturity
Rate
1997
4.30%
2002
4.80%
1998
4.40
2003
4.90
1999
4.50
2004
5.00
2000
4.60
2005
5.05
2001
4.70
2006
5.15
True interest rate: 4.9647%
1.02. The sum of $ 17, 505.00 being the amount proposed by the Purchaser
in excess of $3,841,375 will be credited to the Debt Service Fund hereinafter
created. The City Administrator is directed to deposit the good faith check of the
Purchaser, pending completion of the sale of the Bonds, and to return the good faith
checks of the unsuccessful proposers forthwith. The Mayor and City Administrator
are directed to execute a contract with the Purchaser on behalf of the City.
1.03. The City will forthwith issue and sell the Bonds in the total principal
amount of $3,890,000, originally dated June 1, 1995, in the denomination of $5,000
each or any integral multiple thereof, numbered No. R-1, upward, bearing interest
as above set forth, and which mature serially on February 1 in the years and
amounts as follows:
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Year
Amount
Year
Amount
1997
$245,000
2002
$485,000
1998
485,000
2003
485,000
1999
485,000
2004
2459000
2000
480,000
2005
245,000
2001
480,000
2006
255,000
1.04. Optional Redemption. The City may elect on February 1, 2001 and on
any day thereafter to prepay Bonds due on or after February 1, 2002. Redemption
may be in whole or in part and if in part, at the option of the City and in such order
as the City will determine. If less than all Bonds of a maturity are called for
redemption, the City will notify MSTC (as defined in Section 7 hereof) of the
particular amount of such maturity to be prepaid. MST C 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 interests in such maturity
to be redeemed. All prepayments will be at a price of par plus accrued interest.
Section 2. Registration and Payment.
2.01. Registered Form. The Bonds will be issued only in fully registered
form. The interest thereon and, upon surrender of each Bond, the principal amount
thereof, is payable by check or draft issued by the Registrar described herein.
2.02. Dates; Interest Payment Dates. Each Bond will be dated as of the last
interest payment date preceding the date of authentication to which interest on the
Bond has been paid or made available for payment, unless (i) the date of
authentication is an interest payment date to which interest has been paid or made
available for payment, in which case such Bond will be dated as of the date of
authentication, or (ii) the date of authentication is prior to the first interest
payment date, in which case such Bond will be dated as of the date of original issue.
The interest on the Bonds is payable on February 1 and August 1 of each year,
commencing February 1, 1996, to the owner of record thereof as of the close of
business on the fifteenth day of the immediately preceding month, whether or not
such day is a business day.
2.03. Registration. The City will appoint, and will maintain, a bond
registrar, transfer agent, authenticating agent and paying agent (Registrar) . The
effect of registration and the rights and duties of the City and the Registrar with
respect thereto are as follows:
(a) Register. The Registrar must keep at its principal corporate
trust office a bond register in which the Registrar provides for the
registration of ownership of Bonds and the registration of transfers and
exchanges of Bonds entitled to be registered, transferred or exchanged.
(b) Transfer of Bonds. Upon surrender for transfer of a Bond duly
endorsed by the registered owner thereof or accompanied by a written
instrument of transfer, in form satisfactory to the Registrar, duly executed
by the registered owner thereof or by an attorney duly authorized by the
registered owner in writing, the Registrar will authenticate and deliver, in
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the name of the designated transferee or transferees, one or more new Bonds
of a like aggregate principal amount and maturity, as requested by the
transferor. The Registrar may, however, close the books for registration of
any transfer after the fifteenth day of the month preceding each interest
payment date and until such interest payment date.
(c) Exchange of Bonds. When Bonds are surrendered by the
registered owner for exchange the Registrar will authenticate and deliver one
or more new Bonds of a like aggregate principal amount and maturity, as
requested by the registered owner or the owner's attorney in writing.
(d) Cancellation. Bonds surrendered upon any transfer or exchange
will be promptly cancelled by the Registrar and thereafter disposed of as
directed by the City.
(e) Improper or Unauthorized Transfer. When a Bond is presented
to the Registrar for transfer, the Registrar may refuse to transfer the Bond
until the Registrar is satisfied that the endorsement on the Bond or separate
instrument of transfer is valid and genuine and that the requested transfer
is legally authorized. The Registrar will incur no liability for the refusal, in
good faith, to make transfers which it, in its judgment, deems improper or
unauthorized.
(f) Persons Deemed Owners. The City and the Registrar may treat
the person in whose name a Bond is registered in the bond register as the
absolute owner of the Bond, whether the Bond is overdue or not, for the
purpose of receiving payment of, or on account of , the principal of and
interest on the Bond and for all other purposes and payments so made to
registered owner or upon the owner's order will be valid and effectual to
satisfy and discharge the liability upon such Bond to the extent of the sum or
sums so paid.
(g) Taxes, Fees and Charges. For a transfer or exchange of Bonds,
the Registrar may impose a charge upon the owner thereof sufficient to
reimburse the Registrar for any tax, fee or other governmental charge
required to be paid with respect to the transfer or exchange.
(h) Mutilated, Lost, Stolen or Destroyed Bonds. If a Bond becomes
mutilated or is destroyed, stolen or lost, the 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 a Bond destroyed, stolen or lost, upon the payment of the
reasonable expenses and charges of the Registrar in connection therewith;
and, in the case of a Bond destroyed, stolen or lost, upon filing with the
Registrar of evidence satisfactory to it that the Bond was destroyed, stolen
or lost, and of the ownership thereof, and upon furnishing to the Registrar
of an appropriate bond or indemnity in form, substance and amount
satisfactory to it and as provided by law, in which both the City and the
Registrar must be named as obligees. Bonds so surrendered to the Registrar
will be cancelled by the Registrar and evidence of such cancellation must be
given to the City. If the mutilated, destroyed, stolen or lost Bond has
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already matured or been called for redemption in accordance with its terms it
is not necessary to issue a new Bond prior to payment.
(i) Redemption. In the event any of the Bonds are called for
redemption, notice thereof identifying the Bonds to be redeemed will be given
by the Registrar by mailing a copy of the redemption notice by first class mail
(postage prepaid) not more than 60 and not less than 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 Registrar and by
publishing the notice in the manner required by law. Failure to give notice
by publication or by mail to any registered owner, or any defect therein, will
not affect the validity of any proceeding for the redemption of Bonds. 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.
2.04. Appointment of Initial Registrar. The City appoints
Norwest Bank Minnesota, N.A. , Minneapolis Minnesota, as the initial
Registrar. The Mayor and the City Administrator are authorized to execute and
deliver, on behalf of the City, a contract with the Registrar. Upon merger or
consolidation of the Registrar with another corporation, if the resulting corporation
is a bank or trust company authorized by law to conduct such business, such
corporation is authorized to act as successor Registrar. The City agrees to pay the
reasonable and customary charges of the Registrar for the services performed. The
City reserves the right to remove the Registrar upon 30 days' notice and upon the
appointment of a successor Registrar, in which event the predecessor Registrar must
deliver all cash and Bonds in its possession to the successor Registrar and must
deliver the bond register to the successor Registrar. On or before each principal
or interest due date, without further order of this Council, the Finance Director
must transmit to the Registrar monies sufficient for the payment of all principal and
interest then due.
2.05. Execution, Authentication and Delivery. The Bonds will be prepared
under the direction of the City Administrator and executed on behalf of the City by
the signatures of the Mayor and the City Administrator, provided that all signatures
may be printed, engraved or lithographed facsimiles of the originals. In case any
officer whose signature or a facsimile of whose signature appears on the Bonds
ceases to be such officer before the delivery of any Bond, such signature or
facsimile will nevertheless be valid and sufficient for all purposes, the same as if the
officer had remained in office until delivery. Notwithstanding such execution, a
Bond will not be valid or obligatory for any purpose or entitled to any security or
benefit under this Resolution unless and until a certificate of authentication on the
Bond has been duly executed by the manual signature of an authorized
representative of the Registrar. Certificates of authentication on different Bonds
need not be signed by the same representative. The executed certificate of
authentication on each Bond is conclusive evidence that it has been authenticated
and delivered under this Resolution. When the Bonds have been so prepared,
executed and authenticated, the City Administrator will deliver the same to the
Purchaser upon payment of the purchase price in accordance with the contract of
sale heretofore made and executed, and the Purchaser is not obligated to see to the
application of the purchase price.
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2.06. Temporary Bonds. The City may elect to deliver in lieu of printed
definitive Bonds one or more typewritten temporary Bonds in substantially the form
set forth in Section 3 with such changes as may be necessary to reflect more than one
maturity in a single temporary bond. Upon the execution and delivery of definitive
Bonds the temporary Bonds will be exchanged therefor and cancelled.
Section 3. Form of Bond.
3.01. The Bonds will be printed in substantially the following form:
[ Face of the Bond]
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF WRIGHT
CITY OF MONTICELLO
GENERAL OBLIGATION IMPROVEMENT BOND, SERIES 1995A
Date of
Rate Maturity Original Issue CUSIP
June 1, 1995
No.
Registered Owner: Kray & Co.
P
The City of Monticello, Minnesota, a duly organized and existing municipal
corporation in Wright County, Minnesota (City), acknowledges itself to be indebted
and for value received hereby promises to pay to
or registered assigns, the principal sum of $ on the maturity date
specified above, with interest thereon from the date hereof at the annual rate
specified above, payable February 1 and August 1 in each year, commencing
February 1, 1996, to the person in whose name this Bond is registered at the close
of business on the fifteenth day (whether or not a business day) of the immediately
preceding month. The interest hereon and, upon presentation and surrender
hereof, the principal hereof are payable in lawful money of the United States of
America by check or draft by , Minnesota,
as Bond Registrar, Paying Agent, Transfer Agent and Authenticating Agent, or its
designated successor under the Resolution described herein. For the prompt and
full payment of such principal and interest as the same respectively become due, the
full faith and credit and taxing powers of the City have been and are hereby
irrevocably pledged.
The City may elect on February 1, 2001 and on any day thereafter to prepay
Bonds due on or after February 1, 2002. Redemption may be in whole or in part and
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if in part, at the option of the City and in such order as the City will determine. If
less than all Bonds of a maturity are called for redemption, the City will notify
Midwest Securities Trust Company (MST C) of the particular amount of such maturity
to be prepaid. MSTC 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 interests in such maturity to be redeemed. All prepayments will
be at a price of par plus accrued interest .
The City Council has designated the issue of Bonds of which this Bond forms
a part as "qualified tax exempt obligations" within the meaning of Section 265 (b) (3 )
of the Internal Revenue Code of 1986, as amended ( the Code) relating to disallowance
of interest expense for financial institutions and within the $10 million limit allowed
by the Code for the calendar year of issue.
Additional provisions of this Bond are contained on the reverse hereof and
such provisions for all purposes have the same effect as though fully set forth in
this place.
This Bond is not valid or obligatory for any purpose or entitled to any
security or benefit under the Resolution until the Certificate of Authentication
hereon has been executed by the Bond Registrar by manual signature of one of its
authorized representatives.
IN WITNESS WHEREOF, the City of Monticello, Wright County, Minnesota, by
its City Council, has caused this Bond to be executed on its behalf by the facsimile
signatures of the Mayor and City Administrator and has caused this Bond to be dated
as of the date set forth below.
Dated:
CITY OF MONTICELLO, MINNESOTA
( Facsimile) (Facsimile)
City Administrator Mayor
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned
within.
By
Authorized Representative
[ Reverse of the Bond]
This Bond is one of an issue in the aggregate principal amount of $3,890,000
all of like original issue date and tenor, except as to number, maturity date,
redemption privilege, and interest rate, all issued pursuant to a resolution adopted
by the City Council on May 22, 1995 (the Resolution) , for the purpose of providing
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money to defray the expenses incurred and to be incurred in making local
improvements, pursuant to and in full conformity with the Constitution and laws of
the State of Minnesota, including Minnesota Statutes, Chapter 429, and the principal
hereof and interest hereon are payable from special assessments against property
specially benefited by local improvements and ad valorem taxes for the City's share
of the cost of the improvements, as set forth in the Resolution to which reference is
made for a full statement of rights and powers thereby conferred. The full faith and
credit of the City are irrevocably pledged for payment of this Bond and the City
Council has obligated itself to levy additional ad valorem taxes on all taxable
property in the City in the event of any deficiency in special assessments and taxes
pledged, which taxes may be levied without limitation as to rate or amount. The
Bonds of this series are issued only as fully registered Bonds in denominations of
$5, 000 or any integral multiple thereof of single maturities.
As provided in the Resolution and subject to certain limitations set forth
therein, this Bond is transferable upon the books of the City at the principal office
of the Bond Registrar, by the registered owner hereof in person or by the owner's
attorney duly authorized in writing upon surrender hereof together with a written
instrument of transfer satisfactory to the Bond Registrar, duly executed by the
registered owner or the owner's attorney; and may also be surrendered in exchange
for Bonds of other authorized denominations. Upon such transfer or exchange the
City will cause a new Bond or Bonds to be issued in the name of the transferee or
registered owner, of the same aggregate principal amount, bearing interest at the
same rate and maturing on the same date, subject to reimbursement for any tax, fee
or governmental charge required to be paid with respect to such transfer or
exchange.
The City and the Bond Registrar may deem and treat the person in whose name
this Bond is registered as the absolute owner hereof, whether this Bond is overdue
or not, for the purpose of receiving payment and for all other purposes, and neither
the City nor the Bond Registrar will be affected by any notice to the contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all
acts, conditions and things required by the Constitution and laws of the State of
Minnesota, to be done, to exist, to happen and to be performed preliminary 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, do exist, have happened
and have been performed as so required, and that the issuance of this Bond does not
cause the indebtedness of the City to exceed any constitutional or statutory
limitation of indebtedness.
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( Form of certificate to be printed on the reverse side of each Bond, following
a full copy of the legal opinion . )
I certify that the above is a full, true and correct copy of the legal opinion
rendered by bond counsel on the issue of Bonds of the City of Monticello, Minnesota,
which includes the within Bond, dated as of the date of delivery of and payment for
the Bonds.
(Facsimile Signature)
City Administrator
The following abbreviations, when used in the inscription on the face of this
Bond, will be construed as though they were written out in full according to
applicable laws or regulations:
TEN COM -- as tenants UNIF GIFT MIN ACT Custodian
in common (Gust) (Minor)
TEN ENT -- as tenants under Uniform Gifts or
by entireties Transfers to Minors
JT TEN -- as joint tenants with
right of survivorship and Act . . . . . . . . . . . .
not as tenants in common (State)
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
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 of the within Bond, with full power of substitution in the premises.
Dated:
Notice: The assignor's signature to this assignment must correspond
with the name as it appears upon the face of the within Bond in
every particular, without alteration or any change whatever.
Signature Guaranteed:
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Signature (s) must be guaranteed by a national bank or trust company or by a
brokerage firm having a membership in one of the major stock exchanges.
The Bond Registrar will not effect transfer of this Bond unless the information
concerning the assignee requested below is provided.
Name and Address:
( Include information for all joint owners if
this Bond is held by joint account.)
Please insert social security or other
identifying number of assignee
PROVISIONS AS TO REGISTRATION
The ownership of the principal of and interest on the within Bond has been
registered on the books of the Registrar in the name of the person last noted below.
Signature of
Date of Registration Registered Owner City Administrator
Kray & Co.
Federal ID #36-6047271
3.02. The City Administrator is directed to obtain a copy of the proposed
approving legal opinion of Holmes & Graven, Chartered, Minneapolis, Minnesota,
which is to be complete except as to dating thereof and to cause the opinion to be
printed on each Bond, together with a certificate to be signed by the facsimile
signature of the City Administrator in substantially the form set forth in the form of
Bond. The City Administrator is authorized and directed to execute such certificate
in the name of the City upon receipt of such opinion and to file the opinion in the
City offices.
Section 4. Payment; Security; Pledges and Covenants.
4.01. The Bonds are payable from the Improvement Bonds, Series 1995A Debt
Service Fund ( Debt Service Fund) hereby created, and the proceeds of general
taxes hereinafter levied (Taxes), and special assessments (Assessments) levied or
to be levied for the improvements ( Improvements) financed by the Bonds are hereby
pledged to the Debt Service Fund. If any payment of principal or interest on the
Bonds will become due when there is not sufficient money in the Debt Service Fund
to pay the same, the Finance Director is directed to pay such principal or interest
from the general fund of the City, and the general fund will be reimbursed for such
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advances out of the proceeds of Assessments and Taxes when collected. There is
appropriated to the Debt Service Fund all capitalized interest financed from Bond
proceeds, if any, any amount over the minimum purchase price paid by the
Purchaser and the accrued interest paid by the Purchaser upon closing and delivery
of the Bonds .
4.02. It is hereby determined that the Improvements to be financed by the
Bonds 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 Assessments for the
Improvements to be promptly levied so that the first installment will be
collectible not later than 1996 and will take all steps necessary to assure
prompt collection, and the levy of the Assessments is hereby authorized. The
City Council will cause to be taken with due diligence all further actions that
are required for the construction of each Improvement financed wholly or
partly from the proceeds of the Bonds, and will take all further actions
necessary for the final and valid levy of the Assessments and the
appropriation of any other funds needed to pay the Bonds and interest
thereon when due.
(b) In the event of any current or anticipated deficiency in
Assessments and Taxes, the City Council will levy additional ad valorem taxes
in the amount of the current or anticipated deficiency.
(c) The City will keep complete and accurate books and records
showing: receipts and disbursements in connection with the Improvements,
Assessments and Taxes levied therefor and other funds appropriated for their
payment, collections thereof and disbursements therefrom, monies on hand
and, the balance of unpaid Assessments.
(d) The City will cause its books and records to be audited at least
annually and will furnish copies of such audit reports to any interested person
upon request.
4.03. It is determined that at least 20% of the cost of the Improvements will be
specially assessed against benefitted properties. For the purpose of paying the
principal of and interest on the Bonds, there is levied a direct annual irrepealable
ad valorem tax ( Taxes) upon all of the taxable property in the City, which will be
spread upon the tax rolls and collected with and as part of other general taxes of the
City. The taxes will be credited to the Debt Service Fund above provided and will
be in the years and amounts as follows ( year stated being year of levy for collection
the following year) :
Year Levy
( See Attachment A)
4.04. It is hereby determined that the estimated collections of Assessments
and foregoing Taxes will produce at least five percent in excess of the amount
needed to meet when due the principal and interest payments on the Bonds. The tax
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levy herein provided is irrepealable until all of the Bonds are paid, provided that the
City Administrator annually, at the time the City makes its tax levies, may certify
to the County Auditor of Wright County the amount available in the Debt Service
Fund to pay principal and interest due during the ensuing year, and the County
Auditor will thereupon reduce the levy collectible during such year by the amount
so certified.
4.05. The City Administrator is authorized and directed to file a certified copy
of this resolution with the County Auditor of Wright County and to obtain the
certificate required by Minnesota Statutes, Section 475.63.
Section 5. Authentication of Transcript.
5.01. The officers of the City are authorized and directed to prepare and
furnish to the Purchaser and to the attorneys approving the Bonds, certified copies
of proceedings and records of the City relating to the Bonds and to the financial
condition and affairs of the City, and such other certificates, affidavits and
transcripts as may be required to show the facts within their knowledge or as shown
by the books and records in their custody and under their control, relating to the
validity and marketability of the Bonds and such instruments, including any
heretofore furnished, may be deemed representations of the City as to the facts
stated therein.
5.02. The Mayor and City Administrator are authorized and directed to certify
that they have examined the Official Statement prepared and circulated in connection
with the issuance and sale of the Bonds and that to the best of their knowledge and
belief the Official Statement is a complete and accurate representation of the facts
and representations made therein as of the date of the Official Statement.
Section 6. Tax Covenant.
6.01. The City covenants and agrees with the holders from time to time of the
Bonds that it will not take or permit to be taken by any of its officers, employees or
agents any action which would cause the interest on the Bonds to become subject to
taxation under the Internal Revenue Code of 1986, as amended ( the Code) , and the
Treasury Regulations promulgated thereunder, in effect at the time of such actions,
and that it will take or cause its officers, employees or agents to take, all affirmative
action within its power that may be necessary to ensure that such interest will not
become subject to taxation under the Code and applicable Treasury Regulations, as
presently existing or as hereafter amended and made applicable to the Bonds.
6.02. (a) The City will comply with requirements necessary under the Code
to establish and maintain the exclusion from gross income of the interest on the
Bonds under Section 103 of the Code, including without limitation requirements
relating to temporary periods for investments, limitations on amounts invested at a
yield greater than the yield on the Bonds, and the rebate of excess investment
earnings to the United States if the Bonds (together with other obligations
reasonably expected to be issued in calendar year 1995) exceed the small -issuer
exception amount of $5 , 000, 000.
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(b) For purposes of qualifying for the small -issuer exception to the federal
arbitrage rebate requirements, the City finds, determines and declares that the
aggregate face amount of all tax-exempt bonds ( 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,
within the meaning of Section 148 (f ) (4) (C) of the Code.
6.03. The City further covenants not to use the proceeds of the Bonds or to
cause or permit them or any of them to be used, in such a manner as to cause the
Bonds to be "private activity bonds" within the meaning of Sections 103 and 141
through 150 of the Code.
6.04. In order to qualify the Bonds as "qualified tax-exempt obligations"
within the meaning of Section 265 (b) (3) of the Code, the City 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 any private activity bonds other than qualified 501(c) (3) bonds)
which will be issued by the City (and all subordinate entities of the City)
during calendar year 1995 will not exceed $10,000,000; and
(d) not more than $10,000,000 of obligations issued by the City
during calendar year 1995 have been designated for purposes of Section
265 (b) (3) of the Code.
6.05. The City will use its best efforts to comply with any federal procedural
requirements which may apply in order to effectuate the designations made by this
section.
Section 7. Book -Entry System; Limited Obligation of City.
7.01. The Bonds will be initially issued in the form of a separate single
typewritten or printed fully registered Bond for each of the maturities set forth in
Section 1.03 hereof. Upon initial issuance, the ownership of each such Bond will be
registered in the registration books kept by the Bond Registrar in the name of Kray
& Co., as nominee for Midwest Securities Trust Company, Chicago, Illinois, and its
successors and assigns (MSTC) . Except as provided in this section, all of the
outstanding Bonds will be registered in the registration books kept by the Bond
Registrar in the name of Kray & Co., as nominee of MSTC.
7.02. With respect to Bonds registered in the registration books kept by the
Bond Registrar in the name of Kray & Co., as nominee of MSTC, the City, the Bond
Registrar and the Paying Agent will have no responsibility or obligation to any
broker dealers, banks and other financial institutions from time to time for which
MSTC holds Bonds as securities depository ( the Participants) or to any other person
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on behalf of which a Participant holds an interest in the Bonds, including but not
limited to any responsibility or obligation with respect to (i) the accuracy of the
records of MSTC, Kray & Co. or any Participant with respect to any ownership
interest in the Bonds, (ii) the delivery to any Participant or any other person other
than a registered owner of Bonds, as shown by the registration books kept by the
Bond Registrar, of any notice with respect to the Bonds, including any notice of
redemption, or (iii) the payment to any Participant or any other person, other than
a registered owner of Bonds, or any amount with respect to principal of, premium,
if any, or interest on the Bonds. The City, the Bond Registrar and the Paying
Agent may treat and consider the person in whose name each Bond is registered in
the registration books kept by the Bond Registrar as the holder and absolute owner
of such Bond for the purpose of payment of principal, premium and interest with
respect to such Bond, for the purpose of registering transfers with respect to such
Bonds, and for all other purposes. The Paying Agent will pay all principal of,
premium, if any, and interest on the Bonds only to or on the order of the respective
registered owners, as shown in the registration books kept by the Bond Registrar,
and all such payments will be valid and effectual to fully satisfy and discharge the
City's obligations with respect to payment of principal of, premium, if any, or
interest on the Bonds to the extent of the sum or sums so paid. No person other
than a registered owner of Bonds, as shown in the registration books kept by the
Bond Registrar, will receive a certificated Bond evidencing the obligation of this
resolution. Upon delivery by MSTC to the City Administrator of a written notice to
the effect that MSTC has determined to substitute a new nominee in place of Kray &
Co. , and the words "Kray & Co. , 11 will refer to such new nominee of MSTC; and upon
receipt of such a notice, the City Administrator will promptly deliver a copy of the
same to the Bond Registrar and Paying Agent, if the Bond Registrar or Paying Agent
is other than the City Administrator.
7.03. Representation Letter. The form of representation letter proposed to
be submitted to MSTC, which is on file with the City Administrator and presented to
this meeting ( Representation Letter) , is hereby approved, and the City
Administrator is authorized to execute and deliver the Representation Letter in
substantially the form on file, with such changes therein not inconsistent with law
as the City Administrator and the City Attorney may approve, which approval will
be conclusively evidenced by the execution thereof. Any Paying Agent or Bond
Registrar subsequently appointed by the City with respect to the Bonds will agree
to take all action necessary for all representations of the City in the Representation
letter with respect to the Bond Registrar and Paying Agent, respectively, to at all
times to complied with.
7.04. Transfers Outside Book -Entry System. In the event the City, by
resolution of the City Council, determines that it is in the best interests of the
persons having beneficial interest in the Bonds that they be able to obtain Bond
certificates, the City will notify MST C, whereupon MST C will notify the Participants,
of the availability through MSTC of Bond certificates. In such event the City will
issue, transfer and exchange Bond certificates as requested by MSTC and any other
registered owners in accordance with the provisions of this Resolution. MSTC may
determine to discontinue providing its services with respect to the Bonds at any time
by giving notice to the City and discharging its responsibilities with respect thereto
under applicable law. In such event, if no successor securities depository is
appointed, the City will issue and the Bond Registrar will authenticate Bond
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certificates in accordance with this resolution and the provisions hereof will apply
to the transfer, exchange and method of payment thereof.
7.05. Payments to Kray & Co. Notwithstanding any other provision of this
resolution to the contrary, so long as any Bond is registered in the name of Kray &
Co. , as nominee of MST C, all payments with respect to principal of, premium, if any,
and interest on such Bond and all notices with respect to such Bond will be made and
given, respectively in the manner provided in the Representation Letter.
The motion for the adoption of the foregoing resolution was duly seconded by
Member Perrault
, and upon vote being taken thereon, the following
voted in favor thereof: Anderson, Herbst, Stumpf, Perrault and Fyle
and the following voted against the same: None
whereupon said resolution was declared duly passed and adopted.
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ATTACHMENT A
Year Lem
1996
$1489239
1997
1639638
1998
1599172
1999
1599689
2000
1649952
2001
1649208
2002
1669355
2003
1609593
2004
1659206
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STATE OF MINNESOTA )
COUNTY OF WRIGHT ) SS.
}
CITY OF MONTICELLO )
I, the undersigned, being the duly qualified and acting City Administrator of
the City of Monticello, Wright County, Minnesota, do hereby certify that I have
carefully compared the attached and foregoing extract of minutes of a regular
meeting of the City Council of the City held on May 22, 1995 with the original minutes
on file in my office and the extract is a full, true and correct copy of the minutes
insofar as they relate to the issuance and sale of $3,890,000 General Obligation
Improvement Bonds, Series 1995A of the City.
WITNESS My hand officially as such City Administrator and the corporate seal
of the City this day of May 1995.
(SEAL)
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676C. �
City Administr r
Monticello, Mi esota