2004-03-10 CC Meeting - Laserfiche WebLink

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OTC was created to hold securities of its participants (the "OTC Participants") and to facilitate the clearance and settlement of securities transactions among OTC Participants in such securities through electronic book-entry changes in accounts of the OTC Participants, thereby eliminating the need for physical movement of securities Bonds. OTC Participants include securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations, some of whom (and/or their representatives) own OTC. Access to the OTC system is also available to others such as banks, brokers, dealers, and trust companies that clear through or maintain a custodial relationship with OTC Participants, either directly or indirectly (the "Indirect Participants"). The interest of each of the Beneficial Owners of the Bonds will be recorded through the records of a OTC Participant or Indirect Participant. Each OTC Participant will receive a credit balance on the records of OTC. Individual purchases will be made in the denomination of $5,000 or any whole multiple thereof. Beneficial owners of Bonds will receive a written confirmation of their purchases providing details of the Bonds acquired. Beneficial owners of Bonds will not receive Bonds representing their ownership interest in the Bonds, except as specifically provided below. Transfers of beneficial ownership interest in the Bonds will be accomplished by book entries made by OTC and, in turn, by the OTC Participants who act on behalf of the Indirect Participants and the Beneficial Owners of Bonds. For every transfer and exchange of beneficial ownership of Bonds, the beneficial owner may be charged a sum sufficient to cover any tax, fee or other governmental charge that may be imposed in relation thereto. The City will make payments of principal and interest on the Bonds to OTC or its nominee, Cede & Co., as registered owner of the Bonds. Upon receipt of moneys, OTe's current practice is to immediately credit the accounts of the OTC Participants in accordance with their respective holdings shown on the records of OTe. Payments by OTe Participants and Indirect Participants to Beneficial Owners will be governed by standing instructions and customary practices such as those which are now the case for municipal securities held in bearer form or registered in "street name" for the accounts of customers and will be the responsibility of such OTC Participants or Indirect Participants and not the responsibility of OTC or the Issuer, subject to any statutory and regulatory requirements as may be in effect from time to time. No Continuing Disclosure The Securities and Exchange Commission (the "SEC") has promulgated certain amendments to Rule ISc2-12 under the Securities Exchange Act of 1934 (17 C.F.R. Section 240.15c2-l2) (the "Rule") that make it unlawful for an underwriter to participate in the primary offering of municipal securities in a principal amount of $1 ,000,000 or more unless, before submitting a bid or entering into a purchase contract for the Bonds, it has reasonably determined that the issuer or an obligated person has undertaken in writing for the benefit of the bondholders to provide certain disclosure information to prescribed information repositories on a continuing basis or, unless and to the extent the offering is exempt from the requirements of the Rule. The principal amount of the Bonds is less than $1,000,000. The Issuer hereby represents that it has not issued before the date of issuance of the Bonds, and that it reasonably expects that it will not issue after the date of issuance of the Bonds, other Bonds of the City substantially the same security and providing financing for the same general purpose or purposes as the Bonds. Consequently, this Board hereby finds that the Rule is inapplicable to the Bonds, because the aggregate principal amount of the Bonds and any other bond issue to be integrated with the Bonds thereunder is less than $1,000,000. Therefore, the Issuer will not enter into any undertaking to provide continuing disclosure of any kind with respect to the Bonds. - 10-