HomeMy WebLinkAbout6.b. 1988 Tax Increment Bonds / Award Bid; Authorize Tax Increment Pledge AgreementTO: Mayor Hoke
-- 6/osemotl
Councilmembers Napper
Oxborough
Walsh
Wippermann
FROM: Susan Johnson, Deputy Clerk
DATE: May 13, 1988
RE: Bond Sale for Redevelopment Project
City Administrator Stephan Jilk has received the attached
documents from Briggs & Morgan, the city's bond attorneys, on the
South Robert Square tax increment project. As stated in their
cover letter, city council at their meeting on May 17 will be
requested to award the sale of the bonds. This will be done by
resolution, a draft of which is attached.
The other item required as part of this process is to approve and
authorize the necessary signatures on the Tax Increment Pledge
Agreement between the City HRA and the City of Rosemount which
commits the City HRA to transfer tax increment funds to the
city's debt service account for payment of principal and interest
due on the bonds. This agreement is also attached for your
review.
Please be advised the bond bid opening will be conducted at 7:30
p.m. as part of the HRA agenda.
If you have any questions, please feel free to contact me or
Steve.
Attachments
Y A
MATTHEW .I, I.EVITC
JOHN D. VAN DE NORTH, JR
(.)LP. OP.ULHR
RICHARD G. MARE
RORRRT M.HOWEN
ANDRP.w C. SRLDEN
RODERI G. SHARE
ANDRE. C. BECHER
HURT E. SWANSOR
JEFFREY J. KEYES
M..J. CALVIN, JR.
JAM P.5 E. NELsoN
DAVID C. FORSBERO
JF.RoMP. A.GEIs
JOHN J. MCNEEIs
STRVP. A. HRAND
MCNP.Ll. V. SEYMOUR. JR.
JOEL. If. ,(1to TESMAN
JERRY F. RDTMAN
KARIN L. WALE
TERRNCE N. DOYLE
ALAN If. MAcum
RICHARD H. KYLE
TEPPREY F. SHAW
JOHN L. DEVNEY
MATTHEw L.LEVITT
RONALD f.. SORENSON
DAVID G. GREENINo
PETER H. SEED
DAVID B. SAND
SAMUEL L. HANSON
JOSEPH P. NoACR
RONALD E.ORCHARn
01ARLES R. HAYNOR
•.IoltN IMITRE
ANDREA M. DOND
STF.PHF.N WINNICK
T/MOTIIY P. FIAIIERTY
AVRoN L(kHtHoN
MARTIN H. FINE
JOHN R. KP.NEPICE
RODENT J. PRATTE
THOMAS A. I,ARSON
JOHN BULTENA
DAVID J. SPENCER
JAMES G. RAY
DANIEL J. COIR, JR.
RICHARD H. MARTIN
DOUGLAS L• SHUR
TRUDY J. HAL1A
MICHAEL H.JERONIMUS
MARY L. IPPEL
R.ScoTT DAVIEs
JAMES A.VOsE
J. PATRtcx MCDAVITT
ROBYN L. HANsEN
LAW OFFICUS .
J IGGS ANI) NIORGAN
PROFESSIONAL ASSOCIATION
2200 FIRST NATIONAL BANK BUILDING
SAINT PAUL, MINNESOTA 66101
TELEPHONE (012) 201-1216
TELEC.OPIER (012) 222-4071
INCLUDING THE FORMER FIRM OF
LEVITT, PALMER, BO'WEN, ROTMAN & SHARE
May 9, 1988
✓)Stephan Jilk, City Administrator -Clerk
Don Darling, City Treasurer
Rosemount City Hall
2875 145th Street W.
Rosemount, Minnesota 55068
Dave MacGillivray
Springsted Incorporated
85 East Seventh Place, Suite 100
St. Paul, Minnesota 55101
RoRERT E. WOODS
WILLIAM J. JOANIR
MARGARET K, SAVAOE
JOHN K, LLtNOBOE
BRIAN G. BELISLE
TONY STENRERORR
MARY E. SCHAFFNER
MICHARL H. STRPATER
JOHN H. LINDSTROM
RICHARD D. ANDERSON
SALLY A. SCOCIOIR
DAVID C. MCDoNALD
BRUCE W. MOOT'Y
ANDRRw R. KiNmROER
FREDERICK P ANGST
RDDERT L. I,EE
ANN TftIWrRODS
61mUoRV J. STENMOP.
C HARLEM If. HIx,RRR
TENET L•SLYE
MAUREEN E. WARREN
MARY M. DTRSETH
PATRICK M, (TARRY
TUtoTnY F. MARX
CHERYL A. TnoMAs
KEVIN A.BERo
MARK SCHROEDER
M.Bnloty McDoxouoit
Re: $1,100,000 Taxable General Obligation Tax Increment
Bonds, Series 1988A, of the City of Rosemount
Gentlemen:
MICIIAPL J. GRIMES
MARIAN M. DURKIN
01TH")PKER (:. (1EVP.IAND
NANCY D. ARNIMRL
M HCIIAEI. J, McFud4•IHRM
LAUREN A. FITHIAS
PAUL S.JACODKEN
(.OI.I.F.EM V. SHORT
DIANA J. VANCP.-IJRYAN
NEAL T. DUETnE
SUSAN B. THOMAS
TIMOTHY ,. f. KY. P.NAN
RoDEwr l.. STP.RUP
MIcnAEi. THOMAS 'MILLER
(.ARLos R.CARRASOUILLO
KRISTIN S. ME1D1
HYENA I.. ONTRY
KRv1N J. HINIRP,K
RxTil J. KRI.MAK
VINCENT A. THOMAS
MARK J..FRENZ
NANCY J. WOLF
DENNIS L. HAIL
ANDREA M. MACRMK1ER
PATRICK T. SKELL.Y
DLANE B. TATTLE
OF COUNSP.I.
J. NEIL MORTON
RICHARD E. KYLE
,JOHN M. PALMER
SAMUEL H. MOROAw
FRANK N. GHAHAM
A. I•AURF.NCE DAMS
C.LARENCE. (i. FRAME
FRANK HAMMOND
LEONARD J, KEYES
JOHN M. SULLIVAN
Please find enclosed the following in regard to this bond
issue:
(1) The May 17 City Council Resolution awarding
the sale of the bonds and setting their terms.
(2) The Dakota County Auditor's certificate
of filing a certified copy of this bond resolution.
(3) A May 17 HRA Board Resolution authorizing
the execution of the Tax Increment Pledge Agreement
between the City and the HRA.
(4) The Dakota County Auditor's certificate
of filing a certified copy of the Tax Increment Pledge
Agreement.
(5) The signature and nonlitigation certificate.
(6) The certificate of bond registrar.
.^.9711 MN WORLD TRADE. CENTER 2200 FIRST NATIONAL. HANK HITIL.DINO 2400 ITE C1iNTKR
SAINT PAHt., A11NNI-4)TA 62101 SAINT PAltt., MINNRSOI'A 11MI01 NINNF.AI-01AS, MIMNF.SOITA M -S.102
(6121 201-121.'5 ((312) 2111-121£ 10121 V30-0(361
I N 3HI0
T(;(;S AN13 MOR
Stephan Jilk
Dave McGillivray
Page Two
May 9, 1988
(7) The City Treasurer's Receipt and Delivery
Certificate.
(8) The Official Statement Certificate.
(9) The City Administrator -Clerk's Certificate
of Filing Legal opinion.
I understand from Don Darling that the City has already
forwarded to me the underlying tax increment plan documentation.
I am also assuming that Springsted will, as usual, coordinate
with the City concerning the completion of the enclosed paperwork.
Please feel free to call me should you have any question
on the enclosed.
V ry truly yours,
James
ames P. O'Meara
JPO: cf
Enclosures
cc: Nancy Langness (w/enclosures)
' i i
EXTRACT OF MINUTES OF A MEETING OF THE
CITY COUNCIL OF' THE CITY OF
ROSEMOUNT, MINNESOTA
HELD: MAY 17, 1988
Pursuant to due call and notice thereof, a regular
or special meeting of the City Council of the City of
Rosemount, Minnesota, was duly held in the Rosemount City Hall
on May 17, 1988, commencing at 8:00 P.M., C.T.
The following Councilmembers were present:
and the following were absent:
The Mayor announced that the meeting was convened
for the consideration of the bids which had been received for
the purchase of the City's $1,100,000 Taxable General
Obligation Tax Increment Bonds, Series 1988A, as advertised
for sale. The City Administrator -Clerk presented affidavits
showing publication of notice of sale in the City's official
newspaper and in Commercial West, a financial paper published
in Minneapolis, Minnesota, which affidavits were examined,
found satisfactory, and ordered placed on file.
The City Treasurer presented a tabulation of the
bids which had been received in the manner specified in the
notice of sale of the Bonds. The bids were as follows:
Is 0 0
Councilmember introduced the
following Resolution and moved its adoption:
RESOLUTION NO. 1988 -
RESOLUTION PROVIDING FOR THE
ISSUANCE AND SALE OF
$1,100,000 TAXABLE GENERAL OBLIGATION TAX INCREMENT
BONDS, SERIES 1988A
BE IT RESOLVED by the City Council (the "Council")
of the City of Rosemount, Minnesota (the "City"), as follows:
1. Acceptance of Offer. The bid of
(the "Purchaser") to purchase the City's
$1,100,000 Taxable General Obligation Tax Increment Bonds,
Series 1988A (the "Bonds"), as described in the notice of sale
thereof, is hereby found and determined to be the highest and
best bid received pursuant to duly advertised notice of sale
and shall be and is hereby accepted, such bid being to
purchase the Bonds at a price of $ plus
accrued interest to date of delivery, the Bonds to bear
interest, to mature in the years and amounts, and to be
subject to such other terms and conditions as hereinafter
provided. The sum of $ , being the amount bid in
excess of $1,083,500, shall be credited to the Debt Service
Account hereinafter created. The City Treasurer is directed
to retain the food faith check of the Purchaser pending
completion of the sale and delivery of the Bonds and to return
the checks of the unsuccessful bidders forthwith.
2. Title; Original Issue Date; Denominations;
Maturities. The Bonds shall be titled "Taxable General
Obligation Tax Increment Bonds, Series 1988A," shall be dated
June 1, 1988, 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
February 1 in the years and amounts as follows:
3
0
0
Year
Amount
Year
Amount
1990
$ 75,000
1995
$110,000
1991
80,000
1996
120,000
1992
85,000
1997
130,000
1993
95,000
1998
145,000
1994
100,000
1999
160,000
3. Purpose. The Bonds shall provide funds to
finance the improvements (the "Project") described in
paragraph I of the Council's Resolution No. 1988-28, adopted
on April 19, 1988. Certain tax increments derived from the
Rosemount Redevelopment Project shall be pledged to the
payment of the Bonds and interest thereon. The estimated
collection of those tax increments exceeds 20% of the cost of
the Project. The total cost of the Project, 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. Work on the Project shall proceed with due diligence
to completion.
4. Interest. The Bonds shall bear interest payable
semiannually on February I and August 1 of each year (each, an
"Interest Payment Date"), commencing February 1, 1989,
calculated on the basis of a 360 -day year consisting 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
1990 % 1995 %
1991 1996
1992 1997
1993 1998
1994 1999
5. Redemption. All Bonds maturing after February
1, 1996, shall be subject to redemption and prepayment at the
option of the City on said date and on any interest payment
date thereafter at a price of par plus accrued interest to
date of redemption. Redemption may be in whole or in part of
the Bonds subject to prepayment. If redemption is in part,
those Bonds remaining unpaid which have the latest maturity
date shall be prepaid first; 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
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redemption shall be due and payable on the redemption date,
and interest thereon shall cease to accrue from and after the
redemption date. Published notice of redemption shall in each
case be given in accordance with law, and mailed notice of
redemption shall be given to the paying agent and to each
affected registered owner of the Bonds.
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 of that
maturity 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 or Bond Registrar duly executed by the registered owner
thereof or by the registered owner's attorney, duly authorized
in writing) and the City shall execute (if necessary) and the
Bond Registrar shall authenticate and deliver to the
registered owner 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 registered owner, in
aggregate principal amount equal to and in exchange for the
unredeemed portion of the principal of the Bond so
surrendered.
6. Bond Registrar. in
'Minnesota, is 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. The principal of and interest on the Bonds
shall be paid to the registered owners (or record owners) of
the Bonds in the manner set forth in the form of Bond and
paragraph 12 of this Resolution.
5
0 0
7. Form of Bond. The Bonds, together with the Bond
Registrar's Certificate of Authentication, the form of
Assignment and the registration information thereon, shall be
in substantially the following form:
R -
INTEREST
RATE
9 0
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF' DAKOTA
CITY OF [ROSEMOUNT
TAXABLE GENERAL OBLIGATION TAX INCREMENT
BOND, SERIES 1988A
REGISTERED OWNER:
PRINCIPAL AMOUNT:
MATURITY DATE OF
DATE ORIGINAL ISSUE
JUNE 1, 1988
CUSIP
DOLLARS
The City of Rosemount, Dakota County, Minnesota (the
"City"), hereby acknowledges itself to be 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 duly called for
earlier redemption, and to pay interest thereon semiannually
on February I and August I of each year (each, an "Interest
Payment Date"), commencing February 1, 1989, at the rate per
annum specified above (calculated on the basis of a 360 -day
year consisting 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 Minnesota (the
"Bond Registrar"), acting as paying agent, or at the principal
office of any successor paying agent duly appointed by the
City. 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 "Registered Owner") 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 day of the calendar month preceding
such Interest Payment Date (the "Regular Record Date"). Any
interest not so timely paid shall cease to be payable to the
N
person who is the Registered Owner hereof as of the Regular
Record Date, and shall be payable to the person who is the
Registered Owner 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 defaulted
interest. Notice of the Special Record Date shall be given to
Registered Owners 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.
THE CITY HAS ELECTED TO ISSUE THIS BOND AS A TAXABLE
OBLIGATION, AND ACCORDINGLY THE INTEREST ON THIS BOND IS
ANTICIPATED TO BE INCLUDIBLE IN GROSS INCOME OF THE REGISTERED
OWNER FOR FEDERAL AND STATE INCOME TAXATION PURPOSES.
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 have happened 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 indebtedness of the City
outstanding on the date of original issue hereof and the date
of its actual issuance and delivery to the original purchaser,
does not exceed any constitutional or statutory limitation of
indebtedness.
IN WITNESS WHEREOF, the City of Rosemount, Dakota
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 City Administrator -Clerk; has caused the
corporate seal of the City to be intentionally omitted
herefrom, as permitted by law; and has caused this Bond to be
executed manually by the Bond Registrar, acting as the City's
duly appointed authenticating agent for the Bonds.
am
Date of Registration: Registrable by:
Payable at:
BOND REGISTRAR'S CITY OF ROSEMOUNT,
CERTIFICATE OF DAKOTA COUNTY, MINNESOTA
AUTHENTICATION
This Bond is one of the
Bonds described in the /s/ Facsimile
Resolution mentioned Mayor
within.
/s/ Facsimile
City Administrator -Clerk
Bond Registrar
BY /sl Manual
Authorized Signature
9
ON REVERSE OF BOND
Redemption. All Bonds of this issue maturing after
February 1, 1996, are subject to redemption and prepayment at
the option of the City on said date and on any Interest
Payment Date thereafter at a price of par plus accrued
interest to date of redemption. Redemption may be in whole or
in part of the Bonds subject to prepayment. if redemption is
in part, those Bonds remaining unpaid which have the latest
maturity date shall be prepaid first; and if only part of the
Bonds having a common maturity date are called for prepayment,
the Bonds of that maturity 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. Published notice of redemption
shall in each case be given in accordance with law, and mailed
notice of redemption shall be given to the paying agent and to
each affected registered owner 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 of that maturity 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, 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 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 or Bond Registrar duly executed by the registered owner
thereof or the registered owner's attorney duly authorized in
writing), and the City shall execute (if necessary) and the
Bond Registrar shall authenticate and deliver to the
registered owner 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 registered owner, in
aggregate principal amount equal to and in exchange for the
unredeemed portion of the principal of the Bond so
surrendered.
10
Issuance; Purpose; General Obligation. This Bond is
one of an issue in the total principal amount of $1,100,000,
all of like date of original issue and tenor, except as to
registration 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 pursuant to a resolution adopted by the
City Council on May 17, 1988 (the "Resolution"), for the
purpose of providing money to finance certain public
redevelopment costs within the Rosemount Redevelopment
Project. This Bond is payable out of the Taxable General
Obligation Tax Increment Bonds, Series 1988A, Fund of the
City. This Bond constitutes a general obligation of the City,
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 City
have been and are hereby irrevocably pledged.
Denominations; Exchange; 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
Registered Owner in person or by the Registered Owner's
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 City contained in any agreement with the Bond Registrar.
Thereupon the City 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.
11
• 0
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 Re stered Owners. The City 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 City nor the Bond Registrar shall be
affected by notice to the contrary.
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.
Taxable Interest. The interest on this Bond is
anticipated to be includible in the gross income of the
Registered Owner hereof for purposes of the United States
income tax and the State of Minnesota income tax.
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.
12
ASSIGNMENT
For value received, the undersigned hereby sells,
assigns and transfers unto
the within Bond and does
hereby irrevocably constitute and appoint — as
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.
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.)
13
8. Execution; Temporary Bonds. The Bonds shall be
executed on behalf of the City by the signatures of its Mayor
and City Administrator -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 shall, upon the printing of the definitive
bonds and the execution thereof, be exchanged therefor and
cancelled.
9. Authentication. No Bond shall be valid or
obligatory for any 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 June 1, 1988. The
Certificate of Authentication so executed on each Bond shall
be conclusive evidence that it has been authenticated and
delivered under this Resolution.
10. Registration; 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
14
registration of transfers of Bonds entitled to be registered
or transferred as herein provided.
Upon surrender for transfer of any Bond at the
principal office of the Bond Registrar, the City shall execute
(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 registered owner thereof, 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
registered owner making the exchange is entitled to receive.
All Bonds surrendered upon any exchange or transfer
provided for in this Resolution shall be promptly cancelled 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 surrendered 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 registered owner thereof or
the registered owner's 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.
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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.
11. Rights Upon 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.
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 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 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 registered owner
thereof as of the Regular Record Date, and shall be payable to
the person who is the registered owner 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 registered owners
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 of Proceeds. The Bonds
when so prepared and executed shall be delivered by the City
Treasurer to the Purchaser upon receipt of the purchase price,
and the Purchaser shall not be obliged to see to the proper
application thereof.
15. Fund and Accounts. There is hereby created a
special fund to be designated the "Taxable General obligation
Tax Increment Bonds, Series 1988A, Fund" (the "Fund") to be
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administered and maintained by the City Treasurer as a
bookkeeping account separate and apart from all other funds
maintained in the official financial records of the City. The
Fund shall be maintained in the manner herein specified until
all of the Bonds and the interest thereon have been fully
paid. There shall be maintained in the Fund two separate
accounts, to be designated the "Construction Account" and
"Debt Service Account," respectively.
M Construction Account. To the Construction
Account there shall be credited the proceeds of the sale
of the Bonds, less accrued interest received thereon, and
less capitalized interest in the amount of $ -0-
(together with interest earnings thereon and subject to
such other adjustments as are appropriate to pay the
interest first coming due on the Bonds). From the
Construction Account there shall be paid all costs and
expenses of the Project, including the cost of any
construction 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 the tax increments
described in (ii) below.
(ii) Debt Service Account. There are hereby
irrevocably appropriated and pledged to, and there shall
be credited to the Debt Service Account: (a) all accrued
interest received upon delivery of the Bonds; (b)
capitalized interest in the amount of $ -0-; (c) those
tax increments (the "Tax Increments") which are received
by the City pursuant to that certain Tax Increment Pledge
Agreement, dated as of June 1, 1988, between the City and
the Housing and Redevelopment Authority in and for the
City of Rosemount, Minnesota (the "Rosemount HRA"); (d)
any collections of all taxes which may hereafter be
levied in the event that the Tax Increments herein
pledged to the payment of the principal of and interest
on the Bonds are insufficient therefor; (e) any tax
increment guarantee payments received on account of the
Bonds payable from the Debt Service Account pursuant to
any development agreement(s) entered into between the
City or the Rosemount HRA and any private developer(s);
M all funds remaining in the Construction A,,.:count after
completion of the Project and payment of the costs
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thereof, not so transferred to the account of another
project; (g) all investment earnings on funds held in the
Debt Service Account; and (h) any and all other moneys
which are properly available and are appropriated by the
Council to the Debt Service Account. The Debt Service
Account shall be used solely to pay the principal and
interest on, 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.
16. 105% Debt Service Coverage. It is hereby
determined that the Tax Increments will be in the principal
amount of at least 20% of the cost of the public improvements
for which the Bonds have been issued, that the estimated
collections of Tax Increments will produce at least 5% in
excess of the amount needed to meet, when due, the principal
of and interest on the Bonds, and that no tax levy is needed
at this time. The City Administrator -Clerk is directed to
file a certified copy of this Resolution with the County
Auditor of Dakota County and to obtain the certificate of the
County Auditor required by Minnesota Statutes, Section 475.63.
17. General Obligation Pledge. The full faith and
credit and taxing powers of the City are hereby pledged to the
payment of the principal of and interest on the Bonds, and in
the event of any current or anticipated deficiency of funds in
the Debt Service Account of amounts needed to make any such
payment, when due, the Council shall levy ad valorem taxes on
all taxable property in the City in the amount of such
deficiency. If the balance in the Debt Service Account 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 reimbursed with or without interest from the Debt
Service Account when a sufficient balance is available
therein.
18. 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
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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 represen-
tations of the City as to the facts recited therein.
19. Taxable Status of the Bonds. It is hereby
determined that the Bonds are to be issued as fully taxable
obligations, and all interest received on the Bonds is
anticipated to be includible in the gross income of the
registered owner of any Bond for federal and state income
taxation purposes.
20. 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.
21. Tax Increment Pledge Agreement. The Council
hereby approves and authorizes the Mayor and City
Administrator -Clerk to execute the Tax Increment Pledge
Agreement attached hereto and made a part hereof, with such
modifications, if any, as such officers shall approve, as
evidenced by their signatures thereof.
22. Headings. Headings in this Resolution are
included for convenience of reference only and shall not limit
or define the meaning of any provision hereof.
Adopted this 17th day of May, 1988.
Rollan Hoke, Mayor
ATTEST:
Stephan Jilk, City Administrator -Clerk
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The motion for the adoption of the foregoing
Resolution was duly seconded by Counci.lmember
and, upon vote being taken thereon, the
following voted in favor thereof:
and the following voted against the same:
Whereupon said Resolution was declared duly passed
and adopted.
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TAX INCREMENT PLEDGE AGREEMENT
This Tax Increment Pledge Agreement (the "Agreement") is
dated as of June 1, 1988; is by and between the City of
Rosemount, Minnesota (the "City"), and the Housing and Rede-
velopment Authority in and for the City of Rosemount, Minne-
sota (the "Authority"); and provides as follows:
WHEREAS, at the request of the Authority, the City Coun-
cil has on or before the date hereof adopted a resolution (the
"Bond Resolution") awarding the sale of the City's $1,100,000
Taxable General Obligation Tax Increment Bonds, Series 1988A,
dated June 1, 1988 (the "Bonds"), to provide financing for
certain public redevelopment improvements (the "Improvements")
made or to be made with respect to the Authority's Rosemount
Redevelopment Project, as amended on March 21, 1988 (the
"Redevelopment Project"); and
WHEREAS, to provide funds sufficient for the timely
payment of the debt service on the Bonds, it is necessary for
the Authority and the City to enter into this agreement:
NOW, THEREFORE, in consideration of the covenants and
agreements hereof between the City and the Authority, and
pursuant to Minnesota Statutes, Section 469.178, Subdivision
2, the City and the Authority hereby agree as follows:
1. In order to pay the principal of and interest on the
Bonds, when due, the Authority hereby pledges to the City, for
deposit in the Debt Service Account established by the Bond
Resolution for the payment of the Bonds, and the Authority
shall pay to the City, Available Tax Increments (hereinafter
defined) in amounts sufficient to pay such principal and
interest, when due, and, to the extent that the Available Tax
Increments are ever insufficient for such purposes, and the
City, pursuant to the Bond Resolution, advances City funds to
provide prompt and full payment of the Bonds, the Authority
agrees to reimburse the City for such advances from such tax
increments, when collected by the Authority. As used in this
Agreement, "Available Tax Increments" means tax increments
derived by the Authority from the Redevelopment Project,
excluding such tax increments derived therefrom which have
heretofore been pledged to the payment of other tax increment
bonds or public redevelopment costs. In discharging its
obligations under this Agreement, the Authority expressly
reserves the right to pledge or otherwise dedicate tax