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HomeMy WebLinkAbout85-063 . . 7~ ~~-63 . 577E EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF ARDEN HILLS, MINNESOTA HELD: December 3, 1985 Pursuant to due call and notice thereof, a special meeting of the City Council of the City of Arden Hills, Ramsey County, Minnesota, was duly called and held at the City Hall in said City on the 3rd day of December, 1985, at 5:30 P.M. for the purpose of considering bids for and awarding the sale of $2,320,000 General Obligation Advance Refunding Bonds of 1985 of the City, The following members were present: Mayor Robert Woodburn; CouncJlmambers Nancy Hansen, Gary Peck, Thomas Sather and the following were absent: Councllmember Dale Hicks The Clerk presented affidavits showing publication of notice of call for bids on $2,320,000 General Obligation Advance Refunding Bonds of 1985 of the City, for which bids were to be received at this meeting, in accordance with the reSOlution adopted by the City Council on November 12, 1985. The affidavits were examined, found to comply with the provisions of Minnesota Statutes, Chapter 475, and were approved and ordered placed on file. The following bids were received and opened at 11:00 A.M" Central Time, of this same day at the offices of Juran & Moody, Inc. in the presence of a City Official: Bidder Interest Rate Net Interest Cost SEE NEXT PAGE . . . . DAIN BOSWORTH INC.) JOINT 5.2QJ - 1986 MERRILL LYNOl )MANAGERS 5.6QJ - 1987 CAPITAL MARKETS) 6.00~ - 1988 MILLER SEQJRITIES ) 6.10~ - 1989 6.3QJ - 1990 6.50~ - 1991 6.7QJ - 1992 6.90~ - 1993 7.10~ - 1994 PUROlASE PRICE: $ 330,000 325,000 375,000 360,000 270,000 225,000 160,000 150,000 125,000 $2,293,320.00 $640,596.11 (6.67303:1) , . DAIN BOSWORTH INC.) JOINT MERRILL LYNOl ) MANAGERS CAP IT AL MARKETS ) MILLER SECURITIES ) . 5,20J - 1986 5.6OJ - 1987 6.00J - 1988 6.10J - 1989 6.30J - 1990 6,50J - 1991 6,70J - 1992 6.90% - 1993 7.1OJ - 1994 PUROiASE PR I CE: $2,174,700.00 FIRST NATIONAL 5.50J - 1986 BANK OF SAINT PAUL) 6.00% - 1987 FIRST NATIONAL BANK co- 6.10% - 1988 OF MINNEAPOLIS) 6.25% - 1989 NORWEST INVESTMENTS)MANAGERS 6.40% - 1990 American National Bank 6.60% - 1991 M. H, Novick 6.75J - 1992 Robert S.C. Peterson 6,90% - 1993 7.00% - 1994 PUROlASE PRICE: $2,178,000,00 PIPER, JAFFRAY & HOPWOOD All Ison-WII I lams Dougherty Dawk I ns Kidder Peabody SummIt Investments Craig Hallum . 5.40J - 1986 6.00J - 1987 6.25% - 1988 6.50% - 1989 6.7OJ - 1990 6.90% - 1991 7,10% - 1992 7,20% - 1993 7.3OJ - 1994 PUROlASE PRICE: $2,167,000.00 $595,600.16 (6.6626~) , $600,961.53 (6.7225%) $633,892.64 (7.0909% ) . The Council proceeded to consider and discuss the bids, after which member Hansen introduced the following resolution and moved its adoption: No, 85-63 RESOLUTION ACCEPTING BIO ON SALE OF $2,320,000 GENERAL OBLIGATION ADVANCE REFUNDING BONDS OF 1985 AND PROVIDING FOR THEIR ISSUANCE BE IT RESOLVED by the Council of the City of Arden Hills, Minnesota, as follows: 1. The bid of Dain Bosworth, Inc. (the "Purchaser") to purchase $2,320,000 General Obligation Advance Refunding Bonds of 1985 of the City (hereinafter referred to as "Bonds" or individually as "Bond"), in accordance with the notice of bond sale, at the rates of interest hereinafter set forth, and to pay therefor the sum of $2,293,320, 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 Clerk is directed to retain the deposit of said bidder and to forthwith return the good faith checks or drafts to the unsuccessful bidders. 2. The Bonds shall be dated December 15, 1985, as the date of original issue and shall be issued forthwith as fully registered bonds. The .Bonds shall be numbered from R-l upward in the denomination of $5,000 each or in any integral mUltiple thereof. The Bonds shall mature on December 1 in the years and amounts as follows: . 1986 $330,000 1991 $225,000 1987 $325,000 1992 $160,000 1988 $375,000 1993 $150,000 1989 $360,000 1994 $125,000 1990 $270,000 3. The Bonds, together with other available funds, shall provide funds to advance refund the outstanding General Obligation Improvement Bonds of 1985, dated April I, 1985 (hereinafter "Refunded Bonds") of the City. it is hereby found, determined and declared that such refunding is pursuant to Minnesota Statutes, Section 475.67 and shall result in a reduction of debt service cost to the City from a total dollar cost of $ 3,444,470. for the Refunded Bonds to a total dollar cost of $2.933.916.11 for the Refunding Bonds, computed in . 2 accordance with the prov~s~on6 of Minnesota Statutes, Section 475.67, Subdivision 12, and accordingly the dollar ~nount of such interest cost for the Bonds is lower by at least five percent than the dollar amount of such interest cost for the Refunued Bonds as required in said Subdivision 12, . 4. The Bonds shall bear interest payable s~ni- annually on June 1 and December 1 of each year cOlmnencing June 1, 1986 at the respective rates per annum set forth opposite the maturity years as follows: Maturity Years Interest Rates 1986 1987 1988 1989 1990 1991 1992 1993 1994 5.20% 5.60 6.00 6.10 6.30 6.50 6.70 6.90 7.10 5. All Bonds of this issue maturing in the years 1989 to 1994, both inclusive, shall be subject to redemption and prepayment at the option of the City on December 1, 1988 and on any interest payment date thereafter at par and accrued interest, 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 lnaturity date shall be prepaid first; and if only part of the Bonds having a c~mnon maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. 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 registered holder of the Bonds. To effect a partial redemption of Bonds having a c~n- man 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 . 3 . . its discretion, 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 tlle 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 the Bond Registrar so requires, a written instrument of transfer in form satisfactory to the City and the Bond Registrar duly executed by the holder thereof or his attorney duly authorized in writing) and the City shall execute 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, Norwest Bank Minneapolis, National Association, in Minneapolis, Minnesota is appointed to act as bond registrar and transfer agent (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 holder) of the Bonds in the manner set forth in the form of Bond and paragraph 12 of this resolution. 7. The Bonds to be issued hereunder, 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: 4 . UNITED STATES OF AMERICA STATE OF MINNESOTA RAMSEY COUNTY CITY OF ARDEN HILLS '. R- $ GENERAL OBLIGATION ADVANCE REFUNDING BOND OF 1985 INTEREST RATE MATURITY DATE DATE OF ORIGINAL ISSUE CUSIP December 15, 1985 REGISTERED OWNER: PRINCIPAL AMOUNT: KNOW ALL PERSONS BY THESE PRESENTS that the City of Arden Hills, 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 June 1 and Becember 1 of each year (each, an "Interest Payment Date") commencing June 1, 1986 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 Norwest Bank Minneapolis, National Association, in Minneapolis, Minnesota, a national banking association duly organized and validly existing under the laws of the United States of America (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 . 5 . 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 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 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. IN WITNESS WHEREOF, the City of Arden Hills, Ramsey County, Minnesota, by its City Council has caused this Bond to be executed in its behalf by the facsimile signatures of the Mayor and the Clerk; the corporate seal of the Issuer having been intentionally omitted as permitted by law. . 6 Date of Registration: . BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the within mentioned Resolution, NORWEST BANK MINNEAPOLIS, NATIONAL ASSOCIATION Bond Registrar By Authorized Signature . Registrable by: Norwest Bank Minneapolis, National Association Payable at: Norwest Bank Minneapolis, National Association CITY OF ARDEN HILLS, RAMSEY COUNTY, "MINNESOTA /s/ Facsimile Mayor /s/ Facsimile Clerk 7 ON REVERSE OF BOND . All Bonds of this issue maturing in the years 1989 to 1994, both inclusive, are subject to redemption and prepayment at the option of the Issuer on December 1, 1988 and on any Interest Payment Date thereafter at par and accrued interest, 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 canmon maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. 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 the Holders of the Bonds. 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, 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 Issuer or the Bond Registrar so requires, a written instrument of transfer in fonn satisfactory to the Issuer and the Bond Registrar duly executed by the Holder thereof or his attorney duly authorized in writing) and the Issuer shall execute and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, wi thout 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. . 8 . This Bond is one of an issue in the total principal amount of $2,320,000 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 pursuant to a resolution adopted by the City Council on December 3, 1985 (the "Resolution") for the purpose of providing money, together with other available funds to refund in advance of maturity the outstanding General Obligation Improvement Bonds of 1985, dated April 1, 1985, of the Issuer and is payable out of the Debt Service Account of the General Obligation Advance Refunding Bonds of 1985 Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of the principal 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. The Bonds are issuable solely as fully registered Bonds in the denominations of $5,000 and integral multiples thereof and are exchangeable for fully registered Bonds of other denominations in equal aggregate principal amounts and in authorized denominations at the principal office of the Hond 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, This Bond is transferable by the Holder in person or by his 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 regula- tions 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, . . 9 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. . The Issuer and the 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. 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. 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 UNIF GIFT MIN Acr Custodian (Cust) unde r Act (Minor) Unifonn Gifts to Minors (State) Additional abbreviations may also be used though not in the above list. . 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 Ln 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.) . 11 . 8, The Bonds shall be executed on bcllalf 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; 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. 9. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless and until 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 December 15, 1985. The executed Certificate of Authentication on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution.. 10. 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 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) . 12 . 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 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 trans fer. 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 holder thereof or his 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. Transfers shall also be subject to reasonable regula- tions 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. . 13 11. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carryall the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. . 12. 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 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 ~lan 10 days prior to the Special Record Date, 13. The City and the Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and 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, The Bonds when so prepared and executed shall be delivered by the 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. There is hereby created a special fund to be designated "General Obligation Advance Refunding Bonds of 1985 Fund" (the "Fund") to be held and administered by the Treasurer separate and apart from all other funds of the City, The Fund shall be maintained in the manner herein specified until all of the Bonds herein authorized and the interest thereon have been fully paid. There shall be maintained in the Fund two separate accounts to be designated the "Escrow Account" and the "Debt Service Account", respectively; The proceeds of the sale of the Bonds herein authorized, less any accrued interest received . 14 . thereon and any amount paid for the Bonds in excess of $2,161,500 (unless used to help fund the Escrow Account), and less such Bond proceeds (if any) as may be used to pay issuance expenses, fluS other available municipal funds (estimated at $ 297,096,23 as may berequired to adequately fund the Escrow Account for the purposes set forth in subpara<jraph (a) below, are hereby pledged and appropriated and shall be credited to the Escrow Account, (a) The Escrow Account shall defease the Refunded Bonds, The Escrow Account shall be deposited in escrow. with First Trust Company, Inc. (the "Escrow Agent") in St, Paul, Minnesota, a suitable banking institution within the State, whose deposits are insured by the Federal Deposit Insurance Corporation and whose combined capital and surplus is not less than $500,000, and shall be invested in securities maturing or callable at the option of the holder on such dates and bearing interest at such rates as shall be required to provide sufficient funds, together with any cash or other funds retained in the Escrow Account, to pay when due the interest to accrue on each Refunded Bond to its maturity or to the date on which it is called for redemption as herein provided and to pay the principal amount of each such obligation at maturity or on the date on which it has been called for redemption and to pay any premium required for redemption on such date, and the monies in said Escrow Account shall be used solely for the purposes herein set forth and for no other purpose, except that any surplus in said, Escrow Account may be remitted to the City, all in accordance with an agreement (the "Escrow Agreement"), between the City and Escrow Agent, a form of which agreement is on file in the office of the Clerk. (b) There is hereby pledged and appropriated and there shall be credited to the Debt Service Account upon issuance of the Bonds (i) any uncollected special assessments and taxes heretofore levied and pledged to the Debt Service Account of the Refunded Bonds; (ii) any other unexpended monies pledged to the Debt Service Account of the Refunded Bonds pursuant to the Resolution of the City Council adopted March 25, 1985 authorizing the issuance of the Refunded Bonds (unless used to fund the Escrow Account); (iii) all taxes herein levied; (iv) all accrued interest received upon delivery of the Bonds (unless used to fund'the Escrow Account); and (v) any amount paid for the Bonds in excess of $2,161,500 (unless used to fund the . 15 Escrow Account). The Debt Service Account shall be used solely to pay the principal and interest on the Bonds and any of the bonds heretofore or hereafter aU~lorized and made payable from said account as provided by law. . Any sums from time to time held in the Debt Service Account in excess of amounts which under the applicable federal arbitrage regulations may be invested without regard as 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" made available under the federal arbitrage regulations. In addition, money in the Account 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 l03(h) of the Internal Revenue Code of 1954, as amended. 16. Until retirement of the Refunded Bonds, all provisions theretofore made for the security thereof shall be observed by the City and all of its officers and agents, However, the City Council hereby finds, determines and certi- fies to the County Auditor of Rasmey County that the proceeds of the sale of the Bonds to be used to refund said Refunded Bonds, together with other funds available and appropriated to the Escrow Account for said purpose, will be sufficient, together with the earnings on the investment of such funds in said Escrow Account, to pay when due or called for redemption as herein provided all of the principal of and interest and premium, if any, on the Refunded Bonds. Accordingly, upon Bond Closing the County Auditor of Ramsey County is hereby authorized and directed to the extent and in the manner permitted by law to cancel forthwith or if necessary from year to year the taxes levied in the years 1992 through 1994 pursuant to the Resolution of the City Council adopted on March 25, 1985 for the payment of principal of and interest on said General Obligation Improvement Bonds of 1985, and not needed as a result of the establishment of the aforesaid Escrow Account. 17. Securities purchased from the monies i~ the Escrow Account shall be limited to securities set forth in Minnesota Statutes, Section 475.67, Subdivision 8, and any amendments or supplements thereto. Securities purchased from . 16 the Escrow Account shall be purchased simultaneously with the delivery of the Bonds, The City Council has investigated the facts and hereby finds and determines that the Escrow Agent is a suitable bank to act as escrow agent, and ~s qualified within the meaning of the provisions of Minnesota statutes, Section 475.67, Subdivision 5. . 18. 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 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 Levy Year of Tax Collection Amount 1986 1987 0 1987 1988 0 1988 1989 0 1989 1990 0 1990 1991 0 1991 1992 0 1992 1993 $15,000 1993 1994 21,500 The tax levies are such that if collected in full they, together with estimated collections of special assess-. ments heretofore levied and pledged to the payment of the Refunded Bonds and now pledged to the payment of the Bonds herein authorized and estimated collections of other revenues herein pledged for the payment of the Bonds, will, if collected when due, produce at least five percent in excess of the &nount needed to meet when due the principal and interest payments on the Bonds. The tax levies shall be irrepealable so lony 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(3) . . For the prompt and full payment of the principal and interest on the Bonds, as the same respectively becolne 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 Account is ever insufficient to pay all principal and interest then due on the 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 Account when a sufficient balance is available .therein. 17 . 19. The General obligation Improvement Bonds of 1985, dated April 1, 1985, refunded hereunder which mature in 1992 and thereafter shall be redeemed and prepaid on December 1, 1991, in accordance with the terms and conditions set forth in the Notice of Call attached hereto as Exhibit A, which terms and conditions are hereby approved and incorporated herein by reference, Said Notice of Call shall be first published no later than 30 days after the issuance of the Bonds. 20. On or prior to the delivery of the Refunding Bonds the Mayor and the Clerk are hereby authorized and directed to execute on behalf of the City an Escrow Agreement, All essential terms and conditions of such Escrow Agreement are hereby approved and adopted and made a part of this resolution, and the City covenants that it will promptly enforce all provisions thereof in the event of default thereunder by the Escrow Agent. 21, The Clerk or anyone designated by him to act in his behalf, is hereby authorized and directed to purchase the appropriate united States Treasury Securities, State and Local Government Series, from the proceeds of the Bonds in accordance with the provisions of this resolution and to execute all such documents (including the appropriate subscription form) required to effect such purchase in accordance with the U. S. Treasury Regulations (31 CRF Part 344) published in the Federal Register on August 29, 1980, 22. 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 shall require, and to obtain from the Auditor his certificate that the Bonds have been entered in the Auditor's Bond Register, that the tax levies for the Refunded Bonds have been cancelled to the extent provided in this resolution and that the tax levy required by law has been made. 23, The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser of the Bonds, and to the attorneys approving the legality of the issuance thereof, 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 . 18 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. . The motion for the adoption of the foregoing resolution was duly seconded by member Peck and upon vote being taken thereon, the following voted in favor thereof: Hansen, Peck, Sather, Woodburn. and the follOlf/ing voted against the same: None Whereupon said resolution was declared duly passed and adopted. . 19 STATE OF MINNESOTA COUNTY OF RAMSEY CITY OF ARDEN HILLS . I, the undersigned, being the duly qualified and acting Clerk of the City of Arden Hills, 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 ele 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 opening and considering bids for, and awarding the sale of $2,320,000 General Obligation Advance Refunding Bonds of 1985 of said City. . WITNESS my hand and the seal of said City this /tfS d day Of~~//, 1985. ~~ Clerk / (SEAL) . 20 . . . . EXHIBIT A NOTICE OF CALL FOR REDEMPTION $665,000 GENERAL OBLIGATION IMPROVEMENT BONDS OF 1985 CITY OF ARDEN HILLS RAMSEY COUNTY MINNESOTA NOTICE IS HEREBY GIVEN that by order of the City Council of the City of Arden Hills, Ramsey County, Minnesota, there have been called for redemption and prepayment on December 1, 1991 outstanding bonds of the City designated as General Obligation Improvement Bonds of 1985, dated April 1, 1985, having stated maturity dates in the years 1992 through 1996, and totalling $665,0000 in principal amount. The bonds are being called at a price of par and accrued interest to December 1, 1991, on which date all interest on said bonds will cease to accrue. Holders of the bonds hereby called for redemption are requested to present their bonds for payment, at First Trust Company, Inc., in St. Paul, Minnesota, on December 1, 1991. Dated: December 3, 1985 BY ORDER OF THE CITY COUNCIL /5/ Charlotte McNiesh Clerk Additional information may be obtained from: JURAN & MOODY, INC. Minnesota Mutual Life Building 400 North Robert Street Suite 800 St. Paul, Minnesota 55101 Telephone No.: 612-224-1500