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HomeMy WebLinkAbout02-24-1994 SM MINUTES OF MAPLEWOOD CITY COUNCIL 4:30 P.M., Thursday, February 24, 1994 Council Chambers, Municipal Building Meeting No. 94-04 '-A. CALL TO ORDER A special meeting of the City Council of Maplewood, Minnesota was held in theCouncil Chambers, Municipal Building, and was called to order at 4:30 P.M. by Acting Mayor Rossbach. B. PLEDGE OF ALLEGIANCE C. ROLL CALL Gary W. Bastian, Mayor Arrived at 4:30 P.M. Sherry Allenspach, Councilmember Present Dale H. Carlson, Councilmember Present Marvin C. Koppen, Councilmember Present George F. Rossbach, Councilmember Present D. APPROVAL OF AGENDA Councilmember Carlson moved to approve the Agenda as submitted. Seconded by Councilmember Allenspach Ayes - all E. AWARD OF BIDS 1. 1994 Open Space Bonds. a. Assistant Manager Maglich presented the staff report. b. Mr. Dan Hartman, Springsted, Inc. presented the specifics of the report, and confirmed Moody's rating of the City et AA. c. Mayor Bastian asked if anyone wished to speak before the Council regarding this matter. No one appeared. d. Councilmember Carlson introduced the following Resolution. awarding the bid for the sale of 1994 Open Space Bonds to FBS Investment Services, Inc.. and moved its adoption: 94-02-28 RESOLUTION ACCEPTING BID ON THE COMPETITIVE NEGOTIATED SALE OF 55,000,000 GENERAL OBLIGATION OPEN SPACE BONDS, SERIES 1994A, PROVIDING FOR THEIR ISSUANCE AND LEVYING A TAX FOR THE PAYMENT THEREOF (SEE ATTACHED) Seconded by Councilmember Rossbach Ayes - all F. ADJOURNMENT 4:39 P.M. - ~ Lucille E. Aurelius ~ City Clerk 2-28-94 EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF MAPLEWOOD, MINNESOTA HELD: February 24, 1994 Pursuant to due call and notice thereof, a special meeting of the City Council of the City of Maplewood, Ramsey County, Minnesota, was duly called and held at the City Hall in said City on Thursday, the 24th day of February, 1994, at 4:30 P.M., for the purpose of considering bids for, and awarding the. competitive negotiated sale of, $5,000,000 General Obligation Open Space Sonds, Series 1994A of the City. The following members were present: Mayor Bastian, Councilmembers Allenspach, Carlson, Koppen, Rossbach and the following were absent: crone The City Clerk presented bids on $5,000,000 General Obligation Open Space Bonds, Series 1994A of the City, for which proposals were to be received, opened and tabulated by the City Clerk, or her designee, this same day, in accordance with the resolution adopted by the City Council on January 10, 1994. The following proposals were received, opened: and tabulated at 11:00 A.M., Central Time, at the offices of Springsted Incorporated, in the presence of the City Clerk, or her designee, on this same day: Bidder Interest Rate True Interest Cost 254436 The Council then proceeded to consider and discuss the bids, after which member Carlson introduced the following resolution and moved its adoption: 94-02-28 RESOLUTION ACCEPTING BID ON'THE COMPETITIVE. NEGOTIATED SALE OF $5,000,000 GENERAL OBLIGATION OPEN SPACE BONDS, SERIES 1994A, PROVIDING FOR THEIR ISSUANCE AND LEVYING A TAX FOR THE PAYMENT THEREOF A. WHEREAS, the City Council of the City of Maplewood, Minnesota (the "City"), has heretofore determined and declared - that it is necessary and expedient to issue $5,000,000 General Obligation Open Space Bonds, Series 1994A of the City, pursuant to Minnesota Statutes, Chapters 475, to finance the acquisition of land and for the betterment of open space (the "Land"); and B. WMEREAS, pursuant to said determination the City has 'caused an election to be held on November 2, 1993, at which the electorate approved the issuance of not to exceed $5,000,000 of general obligation bonds for the Land; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Maplewood, Minnesota, as follows: 1. Accebtance of Bid. The bid of FBS Investment Services, Inc (the "Purchaser"), to purchase $5,000,000 General Obligation Open Space Bonds, Series 1994A of the City (the "Bonds", or individually a "Bond"), in accordance with the terms of proposal, at the rates of interest hereinafter set forth, and to .pay therefor the sum of $ 4,940,000 , plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable bid received and is hereby accepted, and the Bonds are hereby awarded to said bidder. The City Clerk is directed to retain the deposit of said bidder and to forthwith return to the unsuccessful bidders their good faith checks and drafts. 2. Title: Original Issue Date: benominations: Maturities. The Bonds shall be titled "General Obligation Open Space Bonds, Series 1994A", shall be dated March 1, 1994, as the date of original issue and shall be issued forthwith on or after such date as fully registered bonds. The Bonds shall be numbered from R-1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity. The Bonds shall mature on October 1 in the years and amounts as follows: Year Amount Year Amount 1995 $ 40,000 2005 $250,000 1996 175,000 2006 260,000 1997 180,000 2007 275,000 1998 190,000 2008 285,000 254436 2 1999 195,000 2009 300,000 2000 200,000 2010 315,000 2001 210,000 2011 330,000 2002 220,000 2012 350,000 2003. 230,000. 2013. 370,000 2004 240,000 2014,. 385,000 3. py~pose. The`Sonds shall provide funds to finance the Land. The total cost of the Land, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is estimated to be at least equal to the amount of the Bonds. Acquisition of the Land shall proceed with due diligence to completion. 4. Interest. The Bonds shall bear interest payable semiannually on April 1 and October 1 of each year (each, an pInterest Payment Date"), commencing Aprii 1, 1995, calculated on the basis of a 360-day year of twelve 30-day months, at the respective rates per annum set forth opposite the maturity years as follows: Maturity Interest Maturity Interest Year Rate Year Rate ].995 3.25 $ 2005 4.80 $ 1996 3.50 2006. 4.90 1997 3.75 2007 5.00 1998: 4.00 2008 5.10 - 1999 4.15' 2009 5.15. 2000 4.30 2010 5.20 2001 4.40 2011 5.25 2002' 4.50 2012 5.30 2003 4.60 2013 5.35 2004 4.70 2014 5.40 5'. Redemption. All Bonds maturing in the years 2004 to 2014, both inclusive, shall be subject to redemption and _ prepayment at the option of the City on October 1, 2003, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the maturities and the principal amounts within each maturity to be redeemed shall be determined by the City; and if only part of the Bonds having a common maturity. date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected registered holder of the Bonds. 3 To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers so assigned to such Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of each such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the City and Bond Registrar .duly executed by the holder thereof or his, her or its attorney duly authorized in writing) and the City shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any authorized denomination or denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. 6. fond Reaistrar. Norwest Bank Minnesota National Association, in Minneapolis , Minnesota ~ ig appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar"), and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of _ the Bonds in the manner set forth in the form of Bond and paragraph 12 of this resolution. 7. Form of Bond. The Bonds, together with the $ond Registrar's Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: 254436 4 UNITED STATES OF AMERICA STATE OF MINNESOTA RAMSEY COUNTY CITY OF MAPLEWOOD . R- $ GENERAL OBLIGATION OPEN SPACE.. BOND, SERIES 1994A INTEREST, MATURITY DATE OF RATE. DATE ORIGINAL ISSUE CUSIP MARCH 1, 1994 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS IO!TOW ALL PERSONS BY THESE PRESENTS that the City of Maplewood, Ramsey. County, Minnesota (the "Issuer"),.certifies that it is indebted and for value received promises to pay to the registered owner specified above,. or registered assigns, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, unless called for earlier redemption, and to pay. interest thereon semiannually on April 1 and October 1 of each year (each, an "Interest Payment Date"), commencing April 1, 1995, at the rate per annum specified above (calculated on the basis of a 360-day year of twelve 30-day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, .from the date of original issue hereof. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of in , (the "Bond Registrar"), acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder" or "Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date"). Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes available for payment of the zsux 5 defaulted interest. Notice of the Special Record Date shall be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Bond are payable in lawful money of the United States of America. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE. IT IS HEREBY CERTIFIED AND RECITED that. all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and that this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof and the date of its issuance and delivery to the original purchaser, does not exceed any constitutional or statutory limitation of indebtedness. ZN WITNESS WHEREOF, the City of Maplewood, Ramsey County, Minnesota, by its City Council has caused this Bond to be executed on its behalf by the facsimile signatures of its Mayor and its Clerk, the corporate seal of the Issuer having been intentionally omitted as permitted by law. zsr.« 6 Date of Registration: Registrable by: Payable at: BOND REGISTRAR'S CITY OF MAPLEWOOD, CERTIFICATE OF RAMSEY COUNTY, MINNESOTA AUTHENTICATION This Bond is one of the Bonds described in the /s/ Facsimile Resolution mentioned Mayor within. /s/ Facsimile Clerk Bond Registrar By Authorized Signature 254636 7 ON REVERSE OF BOND Redemption. All Bonds of this issue (the "Bonds") maturing in the years 2004 to 2014, both inclusive, are subject to redemption and prepayment at the option of the Issuer on October 1,.2003, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Sonda subject to prepayment. If redemption is in part, the maturities and the principal amounts within each maturity. to be redeemed shall be determined by the Issuer; and if only part of. the Bonds having a common maturity date are called-for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the. redemption date, and interest thereon shall cease to accrue from and after the redemption. date.. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds Selection of Bonds for Redemption; Partial Redemption. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal. amount of such Bond. The Bond Registrar shall then select. by lot, using such method of selection. as it shall deem proper in its discretion, from the numbers-.assigned to the Bonds, ae many numbers as, at $5,000 for each number,. shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of such Bond of a denomination of. more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected, If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attorney duly = authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any authorized denomination or denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. Issuance :.Purpose: General Obligation. This Bond is one of an issue in the total principal amount of $5,000,000, all of like date of original issue and tenor, except as to number, maturity, interest rate, denomination and redemption privilege, which Bond has been issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and 25{436 8 pursuant to a resolution adopted by the City Council of the Issuer on February 24, 1994 (the "Resolution"), for the purpose of providing money to defray the expense of the acquisition of land for open space within the Issuer. This Bond is payable out of the General Obligation Open Space Bonds, Series 1994A Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominationsz- Exchanges Resolution. The Bonds are issuable solely as fully registered bonds in the denominations of $5,000 and integral multiples thereof of a single maturity and are exchangeable-for fully registered Bonds of other authorized denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights. and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond. Registrar. Transfer. This Bond is transferable by the Holder in person or by his, her or its attorney-duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in .any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an authorized denomination or denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. Treatment of'Reaistered Owners. The Zssuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided, (except as otherwise provided on the reverse side hereof with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. zsuas 9 Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. Not Oualified Tax-Exempt Obliaation. This Bond has not been designated by the Issuer as a "qualified tax-exempt obligation" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Gust) (Minor) under the Uniform (State). Transfers to Minors Act Additional abbreviations may also be used. though not in the above list. zsr~<36 10 ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, 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: ` 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 or any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad-15(a)(2). The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: (Include information for all joint owners if the Bond is held by joint account.) zsu~ 11 8. .Execution: Temporary Bonds. The Bonds shall be executed on behalf of the City by the signatures of its Mayor and Clerk and be sealed with the seal of the City; provided, however, that the seal of the City may be a printed facsimile; and provided further that both of such signatures may be printed facsimiles and the corporate seal may be omitted on the Bonds. as permitted by law. In the event of disability or resignation or other absence of either such officer, the Bonds may be signed by the manual or facsimile signature of that officer who may act on behalf of such absent or disabled officer._ In case either such officer whose signature or facsimile of whose signature shall _ appear on the Bonds shall cease to be such officer before the 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.. The City may elect to deliver, in lieu of printed definitive bonds, one or more typewritten temporary bonds in substantially the form set - forth above, with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Such temporary bonds may be executed with photocopied facsimile signatures of the Mayor and Clerk. Such temporary bonds shall, upon the printing of the definitive bonds and the execution thereof, be exchanged therefor and canceled. 9. Authentication. No Bond shall be valid or obligatory for ang purpose or be entitled to any security or benefit under this resolution: unless a Certificate of Authentication on such Bond, substantially in the form:. hereinabove set forth, shall have been duly executed by an authorized representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue, which date is March 1, 1994. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. I~eaistration: Transfer: Exchange. The City will cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide .for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender Por transfer of any Bond at the principal office of the Bond Registrar, the City shall execute zsct~ 12 (if necessary), and the Bond Registrar shall. authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any authorized denomination or denominations. of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the - transferor provided, however, that no Bond may be registered in blank or in the name of "bearer" or similar designation. 'At the: option of the Holder,. Bonds may be exchanged for Bonds of any authorized denomination or denominations of a like aggregate principal amount and stated maturity,. upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar.. Whenever any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the. Holder making the exchange is entitled to receive. All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly canceled by the Bond Registrar and thereafter disposed of as directed by the City. All Bonds delivered in-exchange for or upon transfer of Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. Every Bond presented or surrsndered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the Holder thereof or his, her or its attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover. any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. The Clerk is hereby authorized to negotiate and execute the terms of said agreement. li. Rights Uoon Transfer or Exchange. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. zsu~ 13 12. Interest Payment; Record Date. Interest on any Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered (the "Holder") on the registration books of the City maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth (15th) day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date"). Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten (10) days prior to the Special Record Date. 13. Treatment of Registered Owner. The City and 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 premium, if any, and interest (subject to the payment provisions in paragraph 12 above) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 14. 'Delivery; Application bf Proceeds. The Bonds when so prepared and executed shall be delivered by the Finance Director to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof. 15. Funds.- There is hereby created a capital projects fund to be designated the "Open Space Land Acquisition Fund" to be administered and maintained by the Finance Director in the official financial records of the City. To the Open Space Land Acquisition Fund, there shall be credited the proceeds of the sale of the Bonds, less accrued interest received thereon and less any amount paid for the Bonds in excess of $4,935,000. From the Open Space Land Acquisition Fund there shall be paid all costs and expenses of the Land, including the cost of any purchase contracts heretofore let and all other costs incurred and to be incurred of the kind authorized in Minnesota Statutes, Section 475.65; and the moneys in said account shall be used for no other purpose except as otherwise provided by .law; provided that the proceeds of the Bonds may also be used to the extent necessary to pay interest on the Bonds due prior to the anticipated date of commencement of the collection of taxes herein levied or covenanted to be levied. There is hereby created a debt service fund to be designated the "General Obligation Open Space Bonds, Series 1994A Fund" (the zsuaa 14 "Debt Service Fund") to be administered and maintained by the Finance Director in the official financial records of the City. The Debt Service Fund shall maintained in the manner herein specified until all of the Bonds and the interest thereon have been fully paid. There are hereby irrevocably appropriated and pledged to, and there shall be credited to, the Debt Service Fund: (a) all accrued interest received upon delivery of the Bonds; (b) all funds paid for the Bonds in excess of $4,935,000; (c) any collections of all taxes herein or hereafter levied for the payment of the Bonds and interest thereon; (d) all funds remaining in the Open Space Land Acquisition Fund after acquisition of the Land and payment of the costs thereof; (e) all investment earnings on funds held in the Debt Service Fund; and (f) any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Fund. The Debt Service Fund shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation bonds of the City hereafter issued by the City and made payable from said account as provided by law. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (1) for a reasonable temporary period until such proceeds are needed for the purpose for which the Bonds were issued and (2) in addition to the above in an amount not greater than the lesser of five percent (5$) of the proceeds of the Bonds or $100,000.. To this effect, any proceeds of the Bonds and any sums from time to time held in the Open Space Land Acquisition Fund or Debt Service Fund (or any other City account which will be used to pay principal or interest to become due on the bonds payable therefrom) in excess of amounts which under then-applicable federal arbitrage regulations may be invested without regard to yield shall not be invested at a yield in excess of the applicable yield _ restrictions imposed by said arbitrage regulations on such investments after taking into account any applicable "temporary periods" or "minor portion" made available under the federal arbitrage regulations. Money in the Open Space Land Acquisition Fund and Debt Service Fund shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Internal Revenue Code of 1986, as amended (the "Code"). 16. Tax Lew : Coverage Test. To provide moneys for payment of the principal and interest on the Bonds there is hereby levied upon all of the taxable property in the City a direct annual ad valorem tax which shall be spread upon the tax 254436 15 rolls and collected with and as part of other general property taxes in the City for the years and in the amounts as follows: Year of Tax Year of Tax Lew Collection ount 1994 1995 $442,302. 1995... 1996. 435,207 1996. 1997 434,026 1997.. 1998 437,438 1998- 1999 434,708 1999 2000 431,461 2000 2001 432,931 2001 2002 433,729 2002 2003 433,834 2003 2004 433,225 2004 2005 ~ 431,881 2005. 2006 429.781 2006.. 2007: 432,154 2007 2008.. 428,217 2008. 2009 428,705 2009' 2010. 428,232 2010 2011 426,783 2011 2012 429,592 2012 2013 431,115 2013 2014 426.080 The tax levies are such that if collected in full they, together with estimated collections of revenues herein pledged for the payment of the Bonds, will produce at least five percent (5$) in excess of the amount needed to meet when due the principal and interest payments on the Bonds.. The tax levies shall be irrepealable so long as any of the Bonds are outstanding and unpaid, provided that the City reserves the right and power to reduce the levies in the manner and to the extent permitted by Minnesota Statutes, Section 475.61, Subdivision 3. 17. Defeasance. When all Bonds have been discharged as provided in this paragraph, all pledges, covenants and other rights granted by this resolution to the registered holders of the Bor3~:~ shall, to the extent permitted by, law, cease. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest .accrued to the date of such deposit. The City may also discharge its obligations with .respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full, zsr~c~c 16 provided that notice of redemption thereof has been duly given. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, subject to sale and/or reinvestment, to pay all amounts to become due thereon to•maturity or, if notice of redemption as herein required has been duly provided for, to such earlier redemption date. 18. Compliance With Reimbursement Bond Regulations. The provisions of this paragraph are intended to establish and provide for the City's compliance with United States Treasury Regulations Section 1.103-18 (the "Reimbursement Regulations") applicable to the "reimbursement proceeds" of the Bonds, being those portions thereof which will be used by the City to reimburse itself for any expenditure which the City paid or will have paid prior to the Closing Date (an "Expenditure"). The City hereby certifies and/or covenants as follows: (a) On or before the date of payment of each Expenditure, _ the City (or person designated to do so on behalf of the City) made or will have made a written declaration of the City's official intent (a "Declaration") which effectively (i) states the City's intention and reasonable expectation to reimburse itself for the payment of the Expenditure out of the proceeds of a subsequent borrowing; (ii) gives a general and functional description of the property, project or program to which the Declaration relates and/or identifies a specific fund or account of the City and _ the general functional purpose thereof from which the Expenditure was to be paid (collectively the "Project"); (iii) states the maximum principal amount of debt expected to be issued by the City for the purpose of financing the Project; and (iv) states specifically that the Declaration is a declaration of official intent under Treasury Regulations Section 1.103-18; provided, however, that no such Declaration shall necessarily have been made with respect to "preliminary expenditures" for the Project, defined in the Reimbursement Regulations to include engineering or architectural expenses and similar prefatory expenses, which in the aggregate do not exceed 20$ of the "issue price" of the Bonds. Notwithstanding the foregoing, with respect to Expenditures made by the City prior to zsu~c 17 March 2, 1992, the City hereby represents that there exists objective evidence, within the meaning of the Reimbursement Regulations, that at the time the Expenditure was paid the City expected to reimburse the cost thereof with the proceeds of a borrowing. (b) As of the date of each Declaration, there were not and were not thereafter expected to become available sources of City funds which were or were expected to be dedicated or otherwise available on a long-term basis to provide financing for the Expenditure or Project. (c) Each Declaration was made a part of the publicly available official books, records or proceedings of the City and was continuously available for inspection by the general public at City Hall during regular City hours beginning. not later than~30 days after the making of the Declaration and continuing through the date of issuance of the Bonds, as required by the Reimbursement Regulations. (d) .Each Expenditure, other than the costs'of issuing the Bonds, is a capital expenditure, that is, a cost of a type that is properly chargeable to a capital account (or would be with a proper election) under general federal income tax principles. (e) The "reimbursement allocation" described in the Reimbursement Regulations for each Expenditure shall and will be made forthwith following (but not prior to) the issuance of the Bonds and. in all events within the period ending on the date which is the later of one year after payment of the Expenditure or one year after the date on which the Project to which the Expenditure relates is first placed in service. (f) Each such reimbursement allocation will be evidenced by an entry on the official books or records of the City maintained for and in connection with the Bonds and will specifically identify the actual prior Expenditure or Project or, in the case of the reimbursement of a particular fund or account described in the applicable Declaration, the fund or account from which the Expenditure was paid. (g) The City is unaware of any facts or circumstances which would cause it to question the reasonability or accuracy of the content of this paragraph or of any of the Declarations, or its compliance with any of the covenants herein or therein, including without limitation the City's failure to issue qualifying reimbursement bonds for costs for which it has made 254436 18 declarations of official intent, absent extraordinary and unforeseeable circumstances of the kind described in the Reimbursement Regulations. 19. General Obligation Pledae. For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the Debt Service Fund is ever insufficient to pay all principal and interest then due on the Bonds and any other bonds payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are available for such purpose, and such other funds may be reimbursed with or without interest from the. Debt Service Fund when a sufficient balance is available therein. 20. Certificate of Registration. The Clerk is hereby directed to file a certified copy of this resolution with the County Auditor of Ramsey County, Minnesota, together with such other information as he or she shall require, and to obtain the County Auditor's certificate that the Bonds have been entered in the County Auditor's Bond Register, and that the tax levy required by law has been made. 2 L Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to>show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 22. 111eaative Covenant as to IIse of Proceeds and Land. The City hereby covenants not to use the proceeds of the Bonds or to use the Land, or to cause or permit them to be used, or to enter into any deferred payment arrangements. for the cost of the Land, 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. 23. Tax-Exempt Status of the Bonds• Reba+p, The City shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation (1) requirements relating to temporary periods for investments, (2) limitations on amounts invested at a yield 254436 19 greater than the yield on the Bonds, and (3) the rebate of excess investment earnings to the United States if the Bonds (together with other obligations reasonably expected to be issued and outstanding at one time in this calendar year) exceed the small-issuer exception amount of $5,000,000. For purposes of qualifying for the exception to the federal arbitrage rebate requirements for governmental units issuing $5,000,000 or less of bonds, the City hereby .finds, determines and declares that (i) the Bonds are issued by a governmental unit with general taxing powers, (2) no Bord is a. private activity bond, (3) ninety-five percent (95$) or more of _ the net proceeds of the Bonds are to be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City), and (4) the aggregate face amount of all tax-exempt bonds (other than private activity bonds)- issued by the City (and all subordinate entities thereof, and all entities treated as one issuer with the City) during the calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected to exceed $5,000,000, all within the meaning of Section 148 (f) (4j (D) of the Code. 24. No Designation of Oualified Tax-Exempt Obligations. The Bonds exceed in amount those which may be qualified as "qualified tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code, and hence are not designated for such purpose. 25. Severability. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 26. Headings. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. zs<c~s 20 The motion for the adoption of the foregoing resolution was duly seconded by member Rossbach and, after a full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: Mayor Bastian, Councilmembers Allenspach, Carlson, Koppen, Rossbach and the following voted against the same: NONE Whereupon said resolution was declared duly passed and adopted. 254436 21 STATE OF MINNESOTA COUNTY OF RAMSEY CITY OF MAPLEWOOD I, the undersigned, being the duly qualified and acting _ Clerk of the City of Maplewood, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council of said City, duly called and held on the date therein indicated, insofar as such minutes relate to considering bids for, and awarding the competitive negotiated sale of, $5,000,000 General Obligation Open Space Bonds, Series 1994A of said City. WITNESS my hand and the seal of said City this 24th day of February, 1994. C rk (SEAL) 254436 22