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HomeMy WebLinkAbout1986-03-25; City Council; Resolution 84541 2 3 4 5 6 7 a 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 I RESOLUTION NO. ..- 8-454 - RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF BONDS PURSUANT TO THE IMPROVEMENT BOND ACT OF 1915" WHEREAS, the CITY COUNCIL of the CITY OF CARLSBAD, CALIFORNIA has heretofore undertaken proceedinqs pursuant to the "Municipal Improvement Act of 1913", being Division 12 of the Streets and Highways Code of the State of California, and has confirmed assessments upon lands within a special assessment district described in a Resolution of Intention previously adopted for said improvements, said special assessment District known and desig- nated as ASSESSMENT DISTRICT NO. 85-2 (COLLEGE BOULEVARD) (hereinafter referred to as the "Assessment District"); and, WHEREAS, said proceedings provided for the issuance of bonds pursuant to the "Improvement Bond Act of 1915", being Division 10 of the Streets and Hiqhways Code of the State of California, and it is necessary to establish terms and provisions of such issu- ance; and, WHEREAS, the final unpaid balance to assessment, as well as the denomination and amounts to mature each year, cannot be deter- mined until following the 30-day cash collection period after the recordation of said assessment. NOW, THEREFORE, IT IS HEREBY RESOLVED AS FOLLOWS: SECTION 1. R-ecit-a-1s. That the above recitals are all true and correct. < ! 1( 1: 1: 12 14 It: le 1'; 1€ 15 2c 21 2; 2: 24 25 26 27 28 SECTION 2. Unpaid Assessments. The Treasurer shall , imme- diately upon the completion of the 30-day cash collection period, determine the assessments which are unpaid and the aqqreqate amount thereof as authorized by Section 8621 of the Streets and Highways Code of the State of California. SECTION 3. ReqSst-ered--Bonds. Said bonds shall be issuable only as fully registered bonds in the denomination of $5,000, or any integral multiple thereof, excePt for one bond maturinq in the first year of maturity, which shall include the amount by which the total issue exceeds the maximum integral mu tiDle of $5,000 contained therein. SECTION 4. Date of Bonds. All of said bonds shall be dated the 5th day of April, 1986, and interest shall accrue from that date. SECTION 5. Maturity and- Denomi-na,t-i-on. The bonds shall be issued in serial form with annual maturities on September 2nd of every year succeeding the first twelve (12) months after their date, until the whole is paid. The amount maturing each year shall be such as to result in approximately equal annual debt service durinq the term of the issue as reflected by the interest rate and/ or rates and principal amounts maturinq in the respec- tive years of maturity, and the Treasurer or desiqnated Reqistrar shall, immediately upon completion of the cash collection period, prescribe the denominations of the bonds, which shall be in convenient amounts, not necessarily equal , and shall further provide for their issuance and delivery. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 SECTION 6. Interest. Each bond shall be of a sinqle matu- rity and shall bear interest at the rate as set forth in the accepted bid proposal for said bonds from the interest payment ' date next precedinq the date on which it is authenticated and reqistered, unless said bond is authenticated and registered as of an interest payment date, in which case it shall bear interest from said interest payment date, or unless said bond is authenti- cated and registered prior to the first interest payment date, in which case it shall bear interest from its date, until payment of its principal sum has been discharged. SECTION 7. Place- of--Payment. The principal and interest on the bonds shall be payable in lawful money of the United States of America at the office of the Treasurer, or such paying agent as may he designated by Resolution of the legislative body. Princip-a1 and interest on said bonds shall be paid by check or draft to the reqistered owner thereof at his add- ress as it appears on the books of registration, or at such address as may have been filed with the Treasurer for that purpose, as of the 15th day immediately preceding said interest payment date. SECTION 8. Red-empt-i-on. This bond, or a portion thereof if issued in a denomination greater than $5,000, shall be subject to redemption and payment in advance of maturity in increments Of $5,000 as provided in Section 8768 of the Streets and Highways Code, on the 2nd day of March or September in any year, by qivinq the notice provided in said law to the reqistered owner theireof at his address as it appears on the books of reqistration and hY P 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 payinq principal of and accrued interest on such redeemed amount, together with a premium equal to five percent (5%) of the redeemed principal amount. If less than the entire bond is redeemed, the unredeemed portion shall be reissued to the reqistered owner thereof. SECTION 9. Transfer o$--Reqi-s-~ere-d--Bonds. Any fully reqis- tered bond may, in accordance with its terms, be transferred upon the books of registration required to be kept pursuant to the provisions of Section 11 by the owner in whose name it is reqiste- red, or by his duly authorized attorney or leqal representative, upon surrender of such fully registered bond for reqistration of such transfer, accompanied by delivery of a written instrument or transfer in a form approved by the Treasurer and by the owner of said bonds, duly executed. The Treasurer shall require the pa.yment by the bondholder requesting such transfer of any tax or other qovern- mental charqe required to be paid with respect to such transfer and such charges as provided for in the system of reqistration for registered debt obligations. No transfer of fully registered bonds shall be required to be made during the fifteen (15) days next preceding each interest payment date. SECTION 10. Exc-hanqe-of- Reg-is-tvere,d -Bonds. Fully registered bonds may be exchanqed at the office of the Treasurer, or desiqnated transfer agent/reqistrar, for a like aggregate princi- pal amount of bonds of the same series, interest rate and matu- rity, subject to the terms and conditions provided in the system 14 15 1C 17 1E 19 2c 21 22 23 24 25 26 27 28 of the bonds Treasurer shal prescribe, reg of registration for registered debt obliqations, including the payment of certain charges, if any, upon surrender and cancella- tion of this bond. Upon such transfer and exchange, a new regis- tered bond or bonds of any authorized denomination or denomina- tions of the same maturity for the same aggregate principal amount will be issued to the transferee in exchange therefor. SECTION 11. Books--of -Reg-istrat-i-on. There shall be kept by the Treasurer sufficient books for the registration and transfer and, upon presentation for such purpose, the , under such reasonable requlations as it may ster or transfer or cause to be reqistered or transferred, on said register, bonds as hereinbefore provided. SECTION 12. Ex-ectlt-i-on-o-f-,_Bond-s. The bonds shall be executed in facsimile by the Treasurer and by the City Clerk, and the corporate seal shall be imprinted in facsimile on the bonds. The bonds shall then be delivered to the transfer aqent and registrar for authentication and registration. In case an officer who shall have signed or attested to any of the bonds by facsimile or other- wise shall cease to be such officer before the authentication, delivery and issuance of the bonds, such bonds nevertheless may be authenticated, delivered and issued, and upon such authentication, delivery and issue, shall be as binding as though those who signed and attested the same had remained in office. SECTION 13. Aythee+i-eat-i-on. Only such of the bonds as shall bear thereon a certificate of authentication substantia ly in the form below, manually executed by the transfer aqent and 1 that the bonds so authenticated have been duly executed, authenti- 2 3 1 cated and delivered hereunder, and are entitled to the benefits of 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 registrar, shall be valid or obligatory for any purpose or entitled to the benefits of this Resolution, and such certificate of the transfer agent and registrar shall be conclusive evidence this Resolution. FORM OF CERTIFICATE OF AUTHENTICATION AND REGISTRATION This bond has been authenticated and reqistered on BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION as Transfer Agent and Registrar SECTION 14. Nego-t-i abi-l-ity-,- - .Reg-i-4tra-t-i-on---~tnd- --T~ans-Per- --of Bonds. The transfer of any bond may be reqistered only upon such books of reqistration upon surrender thereof to the transfer aqent and registrar, toqether with an assignment duly executed by the - owner or his attorney or legal representative, in satisfactory form. Upon any such registration of transfer, a new bond or bonds shall be authenticated and delivered in exchange for such bond, in the name of the transferee, of any denomination or denominations authorized by this Resolution, and in an aggregate principal amount equal to the principal amount of such bond or principal amount of such bond or bonds so surrendered. In all cases in which bonds shall be exchanged or transferred, the transfer aqent and registrar shall authenticate at the earliest practical time, bonds in accordance with the provisions of this Resolution. All bonds surrendered in such exchange or registration transfer shall forthwith be cancelled. The legislative body may make a charge 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 for every such exchanqe or reqistration of transfer of bonds sufficient to reimburse it for any tax or other governmental charge required to be paid with respect to such exchange or registration of transfer. The transfer agent and registrar shall not be required to make such exchanqe or reqistration of transfer of bonds during the fifteen (15) days immediately preceding any March 2nd or September 2nd. SECTION 15. Owner-s-h,ip--of -Bonds. The person in whose name any bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purpoFes, and payment of or on account of the principal and redemption premium, if any, of any such bond, and the interest on any such bond, shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such bond, including the redemption premium, if any, and interest thereon, to the extent of the sum or sums so paid. SECTION 16. My%-i-late-d, -De-stro-y.ecj;--\Sto1e-rt-or--tosC -Bonds. In case any bond secured hereby shall become mutilated or be destroyed, stolen or lost, the legislative body shall cause to be executed and authenticated a new bond of like date and tenor in exchange and substitution for and upon the cancellation of such mutilated bond or in lieu of and in substitution for such bond destroyed, stolen or lost, upon the owner's paying the reasonable expenses and charges in connection therewith, and, in the case of a bond destroyed, stolen or lost, his filinq with the legislative body of evidence satisfactory to it and to the Treasurer thereof 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 that such bond was destroyed, stolen or lost, and of his ownership thereof, and furnishing the leqislative body with indemnity satis- factory to it. S E C T I 0 N 1 7 . € an c-e 1 1 a-t-i-o R. . a-f - - Bon-ds . All bonds paid or redeemed, either at or before maturity, shall be cancelled upon the payment or redemption of such bonds, and shall be delivered to the transfer agent and registrar when such payment or redemption is made. All bonds cancelled under any of the provisions of this shall be destroyed by the transfer agent and registrar, which shall execute a certificate in duplicate describinq the bonds so destroyed, and shall retain said executed certificate in its permanent files for the issue. SECTION 18. R-eserv-e-Fu-nd. Pursuant to Part 16 of Division 10 of the California Streets and Highways Code, as amended, there shall be created a special reserve fund for the bonds to be designated by the name of the Assessment District and specified as the special "Reserve Fund". The Reserve Fund shall be funded as follows: The initial designated amount shall be deposited in the Reserve Fund out of the bond proceeds. Periodically, at such times as may be determined by the leqislative body, monies representing interest on funds on deposit in the Reserve Fund shall be transferred to the Reserve Fund, but only to the extent permitted herein and to the extent that the amount of interest credited thereto shall not result in the bonds becoming "arbitrage bonds" as defined in Section 103(c) of the Internal Revenue Code of 1954, as amended, and the requlations promulgated and proposed thereunder. For these proceedings, it is hereby determined and declared that the specia following manner: EIGHT BONDS TO BE ISSUED. 1 2 Reserve Fund shal PERCENT (8%) OF THE be funded in the PAR AMOUNT OF THE Monies in the Reserve Fund shall be applied as A. Amounts in said Reserve Fund shall be I1 711transferred to the Redemption Fund for the bonds if, as a result of delinquencies in the payment of assessments, there are insuffi- cient monies in said Redemption Fund to pay principal of and interest on the bonds. Amounts so transferred shall be repaid to the Reserve Fund from proceeds from the redemption or foreclosure of property with respect to which an assessment is unpaid and from payments of the delinquent assessments; 8 9 10 11 12 13 14 B. Interest earned on monies in the Reserve l5l1 Fund shall accrue to the Reserve Fund only to the extent that the 1611amount of interest credited thereto shall not result in the bonds 1711becoming "arbitrage bonds" as defined in Section 103(c) of the 18 19 20 21 Internal Revenue Code of 1954, as amended, and the regulations promulgated thereunder; C. Whenever monies in the Reserve Fund are sufficient to retire all of the bonds outstanding, plus accrued 2211 interest thereon, such money shall be transferred to the Redemp- 2311 tion Fund for the bonds and collection of the remaining unpaid 2411 assessments shall cease. 25 26 27 D. The amount of the annual Reserve Fund disbursement of earned interest shall be credited toward install- ments of unpaid assessments each year during which any part of the 28 II 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2c 21 22 22 24 25 26 27 2E bonds remain outstanding. The Auditor's Record, prepared pursuant to Section 8682 of the Streets and Highways Code, shall reflect credits against each of the unpaid assessments in the manner provided in Section 10427.1 of said Code, in amounts equal to each parcel's proportionate share of the annual reserve fund disbursement. No portion of the annual Reserve Fund disburse- ment shall be transferred in any year in excess of the amount which would cause the Reserve Fund to fall below the original amount of the Reserve Fund, minus adjustments to reflect the discharge of assessments prior to maturity made to that point. E. In the event that any annual Reserve Fund disbursement was not fully made in any year because to have done so would have caused the Reserve Fund to fall below the minimum amount for that year, the Treasurer may thereafter transfer and credit any amounts in excess of the minimum amount toward the assessment installments due in subsequent years. In the event assessments are paid in cash in advance of their final maturity date, the Treasurer is authorized to reduce the minimum amount of the Reserve Fund and increase the annual Reserve Fund disbursements in the proportion in which the assessments paid in cash bears to the total original unpaid assessments. SECTION 19. Tmpr-ovemertt-Fund. The proceeds from the sale of the bonds, after deposit of required amounts in the Reserve Fund and the Redemption Fund, shall be placed in the fund hereby created, pursuant to Sections 10602 and 10424 of the California - 1 2 3 4 5 6 7 8 9 1c 11 12 1: 14 1E 1( 1'; 1f 15 2( 2: 2: 2: 21 2 21 2 2 treets and Highways Code, as amended, which shall be called the Improvement Fund", and the monies in said Fund shall be used only or the purposes authorized in said assessment proceedings. Any urplus in the Improvement Fund after completion of the improve- ents shall remain in the Improvement Fund for a period not less han two (2) years from the receipt of bond proceeds as provided n Section 10427.1 of the California Streets and Highways Code, !nd thereafter shall be utilized or distributed as determined by .he legislative body. SECTION 20. Redqption-Fund. Principal of and interest on ;aid bonds shall be paid out of the Redemption Fund created Iursuant to Section 8671 of the California Streets and Highways Iode. Accrued interest paid by the purchaser of the bonds, if iny, shall be deposited in the Redemption Fund. In all respects iot recited herein, said bonds shall be governed by the provisions if the "Improvement Bond Act of 1915", Division 10 of the Zalifornia Streets and Highways Code, as amended. SECTION 21. Eoven-if.rtt-.~o--f.o-re~:-lose. The legislative body iereby covenants that upon default of any assessment payment due, it will cause Superior Court foreclosure proceedings to be brought dithin one hundred fifty (150) days of such default and thereafter diligently prosecute to completion such proceedings. Such fore- closure proceedings may be deferred if funds are advanced to the special Reserve Fund to keep said Fund continually at the level set forth in the Section entitled "Reserve Fund" set forth hereinabove. >, “ , . 1 2 ‘I c 4 E t E 1 E s 1c 11 1% 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Ti SECTION 22. Order. to Pri-nt- an-d -Authe-ntic:a-te--Bon-ds. urer is hereby instructed to cause bonds, as set forth b The ve, to be printed, and to proceed to cause said bonds to he authenti- cated and delivered to an authorized representative of the purchaser, upon payment of the purchase price as set forth in the accepted proposal for the sale of bonds. SECTION 23. Ar-bitra-qe--~er-t-i-fic:-a-te. On the basis of the facts, estimates and circumstances now in existence and in exis- tence on the date of issue of the bonds, as determined by the Treasurer, said Treasurer is hereby authorized to certify that it is not expected that the proceeds of the issue will be used in a manner that would caus‘e such obligations to be arbitrage bonds. Such certification shall be delivered to the purchaser toqether with the bonds. S E C T IO N 24. De s i g-t-tat i o-n - of- -fr ans-f er Agen-t ; - f-ay i ny- - Agent . -and Re-gistr-ar. The BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSO- CIATION is hereby designated transfer aqent, paying aqent and registrar with respect to these proceedings and the bonds to be i ssued. PASSED, APPROVED and ADOPTED at a regular meeting of the City Council held on the ---25th-- day Of -’-Mafch”*;-- -.--^ , 1986, by the following vote, to wit: AYES: Council Members Casler, Lewis, Kulchin, Chick and Pettine NOES: None ABSENT: None .. I ,. I . I 1; 1: 2c 21 22 24 25 26 27 28 ATTEST : (SEAL)