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HomeMy WebLinkAboutLEGISLATIVE & LEGAL CAPITAL IMPROVEMENT BOARD GENERAL INVORMATIONLegislative & Legal Capital Improvement Board 706-01 `^ General Information aomzr�zmHV L i I ' t . i f 9 i f ii 7 (_P � M�%D 06 06 00 Itrm IV ... 5 San Luis Obispo Capital Improvement Board AGENDA REPORT FROM: Bill Statler, Director of Finance V(w'1_ N. Prepared by: Linda Asprion, Revenue Manager!/ 0� 1_ SUBJECT: ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD CAO RECOMMENDATION. Approve minutes of meeting held on September 21, 1999. 2. Elect officers for the Capital Improvement Board (President and Vice President). DISCUSSION In June 1986, the City of San Luis Obispo Capital Improvement Board was established as a public authority to implement required financing for constructing and improvement to various public facilities. The City Council serves as the Board of Directors for this agency. The By-laws governing the conduct of business by the Board requires that an annual meeting be held on the first Tuesday in June of each year. In accordance with the By-laws, the following agenda has been established for tonight's meeting: ■ Approval of minutes from September 21, 1999. Minutes from the Board's last meeting are attached for approval based on those already adopted by the City Council for this meeting.. ■ Election of officers. In keeping with past practice, it is recommended that the Mayor serve as President and that the Vice -Mayor serve as Vice -President. ■ Adjournment Adjourn to the next regularly scheduled meeting (fust Tuesday in June, 2001). ANNUAL FINANCIAL REPORTS Section 3.42.050(D) of Ordinance No. 1059 creating the Capital Improvement Board requires that the Board annually prepare and make available to interested members of the public a statement of its financial affairs, audited by independent certified public accountants. Acting as the City Council, Board members received audited financial statements in November of 1999 encompassing the fiscal affairs of the Board for the fiscal year ending June 30, 1999. Accordingly, this requirement has been met for fiscal year 1999-00. ATTACHMENT Minutes from September 21, 1999. meeting 5-1 0 f Council Agenda Tuesday, September 21, 1999 C5. EORGE) RECOMMENDATION: Approve the recommendation of the Cultural Heritage Committee that the City's three historic adobes be restored for use in the following manner. 1) La Loma de la Nopalera Adobe - museum and display space with exhibits emphasizing the Mexican and early American periods. 2) Rodriguez Adobe - museum and display space; neighborhood community building. 3) Rosa Butron de Canet de Simmler Adobe - museum and display space; meeting spaces; a caretaker residence; and gardens for weddings, barbecues, etc. ACTION. Approved (5:0). C6. TEMPORARY EMPLOYEE POLICY. (SLATE/SYLVAIN) RECOMMENDATION: 1) Adopt an expanded Temporary Employee Policy providing for hourly wage increases, limited benefits, and promotional opportunities. 2) Appropriate $6,900 to fund this expanded policy in 1999-00 and $13,900 in 2000-01. ACTION: Approved (5:0). BUSINESS ITEMS . 1. MEETING OF THE CAPITAL IMPROVEMENT BOARD APPROVING THE 1999 LEASE REVENUE BONDS. (STATLER/ASPRION - 15 Minutes) RECOMMENDATION: 1) Approve the minutes of the meeting held on June 1, 1999. 2) Adopt a resolution approving the sale of the 1999 Lease Revenue Bonds. ACTION. 1) Approved. 2) Resolution No. 8966 adopted (5:0). 2. 1999 LEASE REVENUE BONDS. (STATLER/ASPRION - 5 Minutes) RECOMMENDATION: Approve the 1999 Lease Revenue Bond Program by introducing an ordinance approving the sale and leaseback of property between the City and the San Luis Obispo Capital Improvement Board (Board). These agreements will serve as collateral for the bonds that will be issued by the Board. ACTION. Ordinance No. 1357 introduced (5:0). 3. HIGUERA STREET AND OSOS STREET WIDENED SIDEWALKS. (MCCLUSKEY/LYNCH -1 Hour) RECOMMENDATION: Direct staff to modify the plans and specifications for the Higuera Street Bridge Rehabilitation Project as shown in Exhibit A, to include: 1) Removal of seven parking spaces at the intersection of Higuera and Osos Streets and San Luis Obispo Capital Improvement Board AGENDA REPORT FROM: Bill Statler, Director of Finance VT < Prepared by: Linda Asprion, Revenue Manager SUBJECT: ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD CAO RECONE1 ENDATION Approve minutes of meeting held on June 3, 1997.. 2. Elect officers for the Capital Improvement Board (President and Vice President). DISCUSSION In June 1986, the City of San Luis Obispo Capital Improvement Board was established as a public authority to implement required financing for constructing and improvement to various public facilities. The City Council serves as the Board of Directors for this agency. The By-laws governing the conduct of business by the Board requires that an annual meeting be held on the first Tuesday in June of each year. In accordance with the By-laws, the following agenda has been established for tonight's meeting: ■ Approval of minutes from June 3, 1997. Minutes from the Board's last meeting are attached for approval based on those already adopted by the City Council for this meeting. ■ Election of officers. In keeping with past practice, it is recommended that the Mayor serve as President and that the Vice -Mayor serve as Vice -President. ■ Adjournment. Adjourn to the next regularly scheduled meeting (first Tuesday in June, 2000). ANNUAL FINANCIAL REPORTS Section 3.42.050(D) of Ordinance No. 1059 creating the Capital Improvement Board requires that the Board annually prepare and make available to interested members of the public a statement of its financial affairs, audited by independent certified public accountants. Acting as the City Council, Board members received audited financial statements in November of 1998 which encompasses the fiscal affairs of the Board for the fiscal year ending June 30, 1998. Accordingly, this requirement has been met for fiscal year 1998-99. ATTACFEgENT Minutes from June 3, 1997 meeting Council Agenda Tuesday, June 3, 1997 PC2. Betty Henson, 1860 Thelma Dr., agreed with the previous speaker and asked Council to consider the changes. PC3. Bany Kaufman, 3960 S. Higuera St, #95, asked Council to agendize and consider changing the Mobile Home Park Rent Stabilization Ordinance. PC4. Tammy Allen, SLO, spoke in favor of expansion of the Santa Rosa skate park at Santa Rosa Park. PC5. Mary Kay Eltzroth. 847 Patricia Dr., spoke in favor of expansion of the Santa Rosa skate park. PC6. Cheryl Priolo. SLO, spoke in favor of expansion of the Santa Rosa skate Park and asked for Council's support. PC7. Russ Pope. 1612 61' St., Los Osos, SLO business owner, thanked Council for approving funding to expand the skate park. PC8. Deborah Hollev. B/A, asked Council to consider adopting an ordinance prohibiting sitting on the sidewalk in the downtown core. She spoke in support of the expanded hours of the skate park. She addressed the matter of downtown entry signs, speaking in favor of their installation. PC9. Walter Schroeder. SLO, spoke in favor the $250,000 budget item for the improvement of the Conejo storm drains. PC10. David Moore. SLO, spoke in favor of the Conejo storm drain budget item. ADJOURNED TO ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD PRESENT: Board Members Dave Romero, Kathy Smith, Dodie Williams, Vice President Bill Roalman, President Allen K. Settle CI131. CAPITAL IMPROVEMENT BOARD — ANNUAL MEETING (Statler/214) Consideration of the minutes of the Annual Meeting of the Capital Improvement Board; and election of offices, Vice President and President. ♦ RECOMMENDATION: Approve minutes of meeting held on June 4,1996; elect officers for the Capital Improvement Board (President and Vice President). Vj Council Agenda Tuesday, June 3, 1997 FINAL ACTION. Minutes approved, Mayor Settle elected President, and Vice Mayor Roa/man elected Vice President of the Capital Improvement Board (5-0). ADJOURNED TO REGULAR CITY COUNCIL MEETING CONSENT AGENDA The Consent Agenda is approved on one motion. Council Members may pull consent items to be considered after Business items. C1. SIGN REGULATIONS (Jonas/424) Consideration of comprehensive amendments to the City's Sign Regulations (TA 31-95). ♦ RECOMMENDATION: Give final passage to Ordinance No. 1324 amending the City's Sign Regulations (Chapter 15.40 of the Municipal Code). FINAL ACTION. Ordinance No. 1324 given final passage (5-0). C2. CITY COUNCIL MEETING SCHEDULE (Gawf) Consideration of canceling the August 5, 1997 City Council Meeting. ♦ RECOMMENDATION: By motion, direct staff to cancel the regular City Council meeting of August 5, 1997. FINAL ACTION. Meeting canceled (5-0). COUNCIL LIAISON REPORTS (not to exceed 15 minutes) Council Members report on conferences or other City activities. Time limit -3 minutes. There were no Liaison Reports. K W council agenda CITY OF SAN LUIS OBISPO CITY HALL, 990 PALM STREET • Tuesday, June 1, 1999 ADDENDUM: This item is hereby added to the agenda. 7:15 p.m. ANNUAL MEETING OF THE Council Chamber CAPITAL IMPROVEMENT BOARD 990 Palm Street ADJOURN TO THE ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD. ROLL CALL: Board Members John Ewan, Jan Howell Marx, Ken Schwartz, Dave Romero, and Allen K. Settle CAPITAL IMPROVEMENT BOARD —ANNUAL MEETING. (STATLER/706-01 - 5 Minutes) RECOMMENDATION: 1) Approve the minutes of the meeting held on June 3, 1997. 2) Elect officers for the Capital Improvement Board (President and Vice President). RECONVENE TO REGULAR CITY COUNCIL MEETING. . - U SETING AGENDA DATE --6 ---3-9 7 rrEM #= San Luis Obispo Capital Improvement Board AGENDA REPORT FROM: Bill Statler, Director of Finance j/YP`* Prepared by: Linda Asprion, Revenue Manager SUBJECT: ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD CAO RECOMMENDATION Approve minutes of meeting held on June 4, 1996 2. Elect officers for the Capital Improvement Board (President and Vice President). DISCUSSION In June 1986, the City of San Luis Obispo Capital Improvement Board was established as a public authority to implement required financing for constructing and improvement to various public facilities. The City Council serves as the Board of Directors for this agency. The By-laws governing the conduct of business by the Board requires that an annual meeting be held on the first Tuesday in June of each year. In accordance with the By-laws, the following agenda has been established for tonight's meeting: ■ Approval of minutes from June 4, 1996. Minutes from the Board's last meeting are attached for approval based on those already adopted by the City Council for this meeting. ■ Election of officers. In keeping with past practice, it is recommended that the Mayor serve as President and that the Vice -Mayor serve as Vice -President. ■ Adjournment Adjourn to the next regularly scheduled meeting (first Tuesday in June, 1998). ANNUAL FINANCIAL REPORTS Section 3.42.050(D) of ordinance 1059 creating the Capital Improvement Board requires that the Board annually prepare and make available to interested members of the public a statement of its financial affairs, audited by independent certified public accountants. Acting as the City Council, Board members received audited financial statements in November of 1996 which encompasses the fiscal affairs of the Board for the fiscal year ending June 30, 1996. Accordingly, this requirement has been met for fiscal year 1995-96. ATTACHMENT Minutes from June 4, 1996 meeting ` City Council Meeting r'1, Page 2 Tuesday, June 4, 1996 - 4:.�,„ p.m. Moved by SmithfWilliams to waive oral reading and approve minutes as amended; motion carried C2. CAPITAL IMPROVEMENT BOARD — ANNUAL MEETING (File No. 214) Council considered the minutes of the Annual Meeting of the Capital Improvement Board. Moved by Smith/Williams to 1) approve minutes of the meeting held on April 16, 1996; and, 2) adjourn to the next regularly scheduled meeting; motion carried (5-0). WATER REUSE -PROJECT (File No. 526) Council considered the Water Reuse Project—Biological Resources Mitigation Plan. Moved by Smith/Williams to approve, and authorize the Mayor to sign, addendum 4 in the amount of $18,903.00, to a contract with Fugro West Inc. for "Water Reuse Project—Evaluation of Biological Resources'; motion carried (5-0). C4. AMBULANCE CONTRACT REIMBURSEMENT (File No. 725) Council considered the contract with San Luis Ambulance Services, Inc. Moved by Smith/Williams to approve contract with San Luis Ambulance Services, Inc., authorizing them to bill persons for first -response emergency medical services provide by the Fire Department and authorize the Mayor to execute the contract; motion carried (5-0). C5. SAFETY ELEMENT UPDATE (File No, 462) Council considered the Safety Element Update Joint Powers Agreement Moved by Smith/Williams to approve, and authorize the Mayor to execute, a joint powers agreement (JPA) with the County and participating cities, for updating the General Plan Safety Element, with the City's cost share of consultant services to be $16,671; motion carried (5-0). BUSINESS ITEMS 1. MULTI -MODAL TRANSIT TRANSFER CENTER (File No. 549) Council considered the Multi -Modal Transit Transfer Center. Mike McCluskey. Public Works Director, reviewed the agenda report. �. Harry Watson. Transit Manager, and Alan Cantrell. County Regional Transit Manager, demonstrated the new bus routes that would be traversed by City and CCAT buses if the transfer center were at the Amtrak location. Mayor Settle asked for comment from the public. Pierre Rademaker, speaking as a member of both the Downtown Design Team and the BIA, said it would be important to maintain services levels to the core of the City. Steve Devencenzi, San Luis Obispo Council of Governments (SLOCOG), asked the City to ad a recommendation to direct staff to work with the County to develop a cooperative agreement addressing issues of maintenance and operations. a San Luis Obispo Capital Improvement Board AGENDA REPORT ;?,// MEETING AGENDA DATE(ii—V-96 ITEM # FROM: Bill Statler, Director of Finance—J/1,;�'�/yv Prepared By: Linda Asprion, Revenue Manager/7/ SUBJECT: ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD CAO RECOMMENDATION 1. Approve minutes of meeting held on April 16, 1996. 2. Adjourn to the next regularly scheduled meeting. DISCUSSION In June 1986, the City of San Luis Obispo Capital Improvement Board was established as a public authority to implement required financing for construction and improvement to various public facilities. The City Council serves as the Board of Directors for this agency. The By-laws governing the conduct of business by the Board requires that an annual meeting be held on the first Tuesday in June of each year. In accordance with the By-laws, the following agenda has been established for tonight's meeting. ■ Board consideration of minutes from April 16, 1996. Draft minutes for the Board's approval are attached. ■ Adjournment to the next regularly scheduled meeting (first Tuesday in June, 1997). ANNUAL FINANCIAL REPORTS Section 3.42.050(D) of Ordinance 1059 creating the Capital Improvement Board requires that the Board annually prepare and make available to interested members of the public a statement of its financial affairs, audited by independent certified public accountants. Acting as the City Council, Board members received audited financial statements in November of 1995 which encompasses the fiscal affairs of the Board for the fiscal year ending June 30, 1995. Accordingly, this requirement has been met for fiscal year 1994-95 ATTACHMENT Minutes from April 16, 1996 meeting. City Council Meeting .0 • Page 3 Tuesday, April 16, 1996 - 7:00 p.m. C8. SYMPHONIC BANDS AND ENSEMBLES CONFERENCE (File No. 102) Council considered endorsing the World Association of Symphonic Bands and Ensembles (WASBE) Conference scheduled to be held in the City of San Luis Obispo from July 5 -11, 1999. Moved by Smithl illiams to adopt Resolution No. 8526 endorsing the World Association of Symphonic Bands and Ensembles (WASBE) Conference scheduled to be held in the City of San Luis Obispo from July 5-11, 1999; motion carried (5-0). C9. SHORT RANGE TRANSIT PLAN UPDATE (File No. 549) Council considered a budget amendment request for the Short -Range Transit Plan. Moved by Smith/Williams to approve a CIP project for a Short Range Transit Pian and appropriate $25,000 to the project budget; motion carried (5-0). C10. LOCAL AGENCY/STATE MASTER AGREEMENT (File No. 93-67) Council considered a Supplement to the Local Agency/State Master Agreement for Federal Aid Projects. Moved by Smith/Williams to adopt Resolution No. 8527 approving Program Supplement No. 020 to the Local Agency/State Master Agreement for Federal Aid Projects No. 05-5016 for the Bridge Replacement Project—Higuera Street at San Luis Obispo Creek (93-67); motion carried (5-0). C11. 1996 LEASE BOND FINANCING PROGRAM (File No. 213) (Previously No. CIB 2.) Council considered approving the 1996 Lease Bond Financing Program. Moved by Smith/Williams to approve implementation of the 1996 bond financing program by Introducing to print Ordinance No. 1297 approving lease and acquisition agreements between the City and the San Luis Obispo Capital Improvement Board (Board); these arrangements will serve as collateral for the 1996 lease revenue bonds that will be issued by the Board; motion carried' (5-0)- CIB 1. 1996 LEASE REVENUE BONDS (File No. 242) Council considered approving the 1996 Lease Revenue Bonds. Moved by Smith/Roalman to: 1) approve minutes of meeting held on June 7, 1994; 2) elect the Mayor as President, and Vice -Mayor as Vice -President, of the Capital Improvement Board; and, 3) adopt Resolution No. 8528 approving the sale of the 1996 lease revenue bonds; motion carried LIAISON REPORTS LR7. Council. Member Smith reported she had attended a meeting of the Human Relations Commission where grants-in-aid were discussed, and that she and Mayor Settle had spoken to Residents for Quality Neighborhoods, who expressed concern about student noise and parking issues. LR2. Mayor Settle said he had attended a meeting of an organization for the preservation of the adobes and reminded his colleagues about the Adobe Tour on Friday, April 26. LR3. Council Member Romero said he and Mayor Settle had attended a recognition ceremony ��►►HHI�II(VIIII����� Ili ����i� C •- city of San Luis OBISpo COUNCIL AGENDA REPORT FROM: Bill Statler, Director of Financ"_Ij� Prepared by: Linda Asprion, Revenue Manager] SUBJECT: APPROVAL OF 1996 LEASE REVENUE BONDS CAO RECOMMENDATION 1. Approve minutes of meeting held on June 7, 1994. o7 v,l_ ME IN AT ITEM NUMB,Ea t� 2. Elect officers for the Capital Improvement Board (President and Vice President). 3. Adopt a resolution approving the sale of the 1996 lease revenue bonds. DISCUSSION In June 1986, the City of San Luis Obispo Capital Improvement Board was established as a public authority to implement required financing. for construction and improvement to various public facilities. The City Council serves as the Board of Directors for this agency.. The following three actions are before the Board tonight: ■ Approval of minutes from June 7, 1994. Minutes from the Board's last meeting are attached for approval based on those already adopted by the City Council for this meeting. ■ Election of officers. In keeping with past practice, it is recommended that the Mayor serve as President and that the Vice -Mayor serve as Vice -President. ■ Approval of 1996 bond financing program. The key issues related to the 1996 bond financing program are fully described in the Council Agenda Report separately prepared for this item. ATTACHMENTS ■ Minutes from June 7, 1994 meeting ■ Resolution approving the sale of the 1996 lease revenue bonds ON FILE IN THE BOARD OFFICE ■ Notice Inviting Bids ■ Notice of Intention to Sell Bonds Council Agenda Tuesday, June 7, 1994 *McCLUSKEY RNALACTION: 1) Northbowid bicycle lane between San Luis Drive and Buchon deleted (3-1-1, BR -no, PP -absent); 2) Adopt staff recommendation between Monterey and Buchon (4-0-1, PP - absent); 3) Adopt staff recommendation between Ella and Bishop (4-0-1, PP -absent); 4) Narrow all traffic lanes, keep curb parking, install narrow bike lanes from Bishop to Orcutt Rd (3-1-1, BR -no, PP -absent); 5) Approve specifications and plans, authorize staff to advertise for bids, and authorize CAO to award contract to lowest bidder (4-0-1, PP -absent). 8. FIRE STATION HEADQUARTERS CONTRACT AMENDMENT (NEUMANN/92-04 - 30 min.) Consideration of a renegotiated contract in the amount of $235,796 with Ross Levin Maclntyre and Varner '(RLM & V) to reflect the change in location of the headquarters fire station, the deletion of the recreation administration offices and the addition of a training facility, and approve the Master Plan Design Program. ♦ RECOMMENDATION: By motion, approve and authorize Mayor to execute renegotiated contract, and approve the Master Plan Design Program and comment on the Preliminary Site Layout for a new Headquarters Fire Station and training facility at 2260 Broad Street and direct RLM & .V to proceed with the design phase of the project. *NEUMANN RNAL ACTION: Approved renegotiated contract and Master Plan Design absent). Program (4-0-1; PP- �--; b. ADJOURN TO A MEETING OF THE CAPITAL IMPROVEMENT.BOARD . CALL TO ORDER THE ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD ROLL CALL: President Peg Pinard, Vice President Bill Roalman, Board Members Penny Rappa, Dave Romero, and Allen K. Settle President Pinard absent. 9. CAPITAL IMPROVEMENT BOARD (STATLER/242 - 5 min.) Annual meeting of the Capital Improvement Board. RECOMMENDATION: .1) Approve minutes of the meeting held on June 1, 1993. 2) Elect officers for the Capital Improvement Board, including President and Vice President. 3) Adopt resolution authorizing the issuance and sale of.refunding bonds for the purpose of refinancing 1986 Lease Revenue Bonds, authorizing the.:amendment and restatement of 1986 lease with the City of San Luis Obispo, and approving related documents and official actions. /7/46 0 RESOLUTION NO. RESOLUTION OF THE BOARD OF DIRECTORS OF THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD AUTHORIZING THE ISSUANCE AND SALE OF LEASE REVENUE BONDS FOR THE PURPOSE OF PROVIDING FINANCING TO THE CITY OF SAN LUIS OBISPO, AND APPROVING RELATED DOCUMENTS AND OFFICIAL ACTIONS WHEREAS, the City Council of the City of San Luis Obispo (the "City") has previously adopted its Ordinance No. 1059 (1986 Series) on April 15, 1986 (the "Ordinance"), establishing the City of San Luis Obispo Capital Improvement Board (the "Board") for the purpose of assisting the City in the financing of public improvements; and WHEREAS, the City wishes at this time to finance the acquisition and construction of various properties and improvements to be used for the municipal purposes of the City, including but not limited to facilities to be used for fire headquarters station purposes, land acquisition, seismic and other improvements to the City Hall, and the acquisition of street lighting facilities; and WHEREAS, in order to provide funds for such purpose, the City has proposed to sell to the Board certain existing properties owned by the City, consisting generally of a headquarters fire station, land for public park, open space, transportation and flood protection purposes, land on which the existing Bowden Adobe building is situated and adjacent properties, and the corporation yard of the City (collectively; the "Properties"), pursuant to an Acquisition Agreement dated as of June 1, 1996 (the "Acquisition Agreement"), by and between the City as seller and the Board as purchaser; and WHEREAS, in order to raise the funds necessary to acquire Properties from the City under the Acquisition Agreement, the Board has proposed to issue its 1996 Lease Revenue Bonds in the maximum principal amount of $7,500,000 (the "Bonds") under an Indenture of Trust dated as of June 1, 1996 (the "Indenture"), by and between the Board and a commercial bank to be designated by the Executive Director, as trustee (the "Trustee"), and WHEREAS, for the purpose of providing a source of funds with which to pay debt service on the Bonds, the City has proposed to lease the Properties back from the Board under a Lease Agreement dated as of June 1, 1996 (the "Lease' ), by and between the Board as lessor and the City as lessee, under which the City will agree to pay semiannual rental payments which will be sufficient to enable the Board to pay principal of and interest on the Bonds when due; and WHEREAS, the firm of Evensen Dodge, Inc. as financial adviser to the City and the Board (the "Financial Adviser"), has recommended that the Board sell the Bonds on a competitive basis and has prepared a preliminary form of an Official Statement describing the Bonds; and WHEREAS, the Board of Directors wishes at this time to approve such financing transactions and all documents relating thereto; NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the City of San Luis Obispo Capital Improvement Board as follows: SECTION 1. Issuance of Bonds Approval. of Indenture. The Board of directors hereby authorizes the issuance of the Bonds under and pursuant to Ordinance No. 1059 in the maximum principal amount of $7,500,000. The Bonds shall be issued pursuant to the terms and provisions of the Indenture, which the Board hereby approves in substantially the form on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Executive Director, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The Board of Directors hereby authorizes and directs the Executive Director to execute, and the Secretary to attest and affix the seal of the Board to, said form of the Indenture for and in the name of the Board. The Board of Directors hereby authorizes the delivery and performance of the Indenture. SECTION 2. Approval of Related Financing Agreements The Board of Directors hereby approves each of the following agreements required to implement the financing plans to be accomplished by the Bonds, in substantially the respective forms on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The Executive Director is hereby authorized and directed for and in the name and on behalf of the Board to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Board to, the final form of each such agreement: A. Acquisition Agreement by and between the Board and the City, relating to the sale of the Properties by the City to the Board; B. Lease Agreement by and between the Board as lessor and the City as lessee, relating to the lease of the Properties by the Board back to the City; and C. Assignment Agreement by and between the Board and the Trustee, whereby the Board assigns certain of its rights under the Lease Agreement to the Trustee for the benefit of the Bond owners. SECTION 3. Authorization of Competitive Sale of Bonds The Board of Directors hereby authorizes and directs the competitive sale of the Bonds in accordance with the Notice Inviting Bids in substantially the form on file with the Secretary together with therein or additions thereto deemed advisable by the Chief Financial Officer. The ChianY ef c an ge Officer is hereby authorized and directed for and in the name' and on behalf. of the Board to accept the best bid for the sale of the Bonds, as determined in accordance with the Notice Inviting Bids. SECTION 4. Publication of Notice. Pursuance to 53692 of the Government Code, Jones Hall Hill & White, as bond counsel to the Board, is hereby authorized and directed to cause the Notice of Intention to Sell Bonds, in substantially the form on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director, Published once in the Bond Buyer. Such publication shall be made not later than ffteente days prior to the date set for receipt of bids on the Bonds. (15be O SECTION 5. Official Statement. The Board of birectors hereby approves the preliminary Official Statement describing the Bonds in substantially the form submitted by the Financial Adviser and on file with the Secretary. The Chief Financial Officer is hereby authorized and directed to approve any changes in or additions to said preliminary Official Statement and to execute an appropriate certificate stating the Chief Financial Officer's determination that the preliminary Official Statement (together with any changes therein or additions thereto) has been deemed nearly final within the meaning of Rule 15 c2-12 of the Securities Exchange Act of 1934. Distribution of the preliminary Official Statement by the Financial Adviser to prospective bidders is hereby approved. The Chief Financial Officer is hereby authorized and directed to approve any changes in or additions to a final form of said Official Statement, and the execution thereof by the Chief Financial Officer shall be conclusive evidence of approval of any such changes and additions. The Board of Directors hereby authorizes the distribution of the final Official Statement by the winning bidder. The final Official Statement shall be executed in the name and on behalf of the Board by the Chief Financial Officer. SECTION 6. Official Actions. The Executive Director, the Chief Financial Officer, the Secretary, the Board Attorney and all other officers of the Board are each authorized and directed in the name and on behalf of the Board to make any and all site leases, assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the agreements and documents approved pursuant to this Resolution. Whenever in this resolution any officer of the Board is authorized to execute or countersign any document or take any action, such execution countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable. SECTION 7. Effective Date. This Resolution shall take effect immediately upon its passage and adoption. On motion of seconded by , and on the following roll call vote: AYES: NOES: ABSENT: the foregoing Resolution was passed and adopted this day of April, 1996. ATTEST: Secretary APPROVED AS TO FORM: President, Allen Settle CITY CLERK MEMORANDUM April 16, 1996 TO: Mayor and City Council FROM: Kim Condon, Assistant City Clerk SUBJECT: CAPITAL IMPROVEMENT BOARD APPROVALS - APRIL 16. 1996 It has come to my attention that the item listed as CIB 2., "1996 Lease Bond Financing Program," should be approved before item CIB 1., "1996 Lease Revenue Bonds." Therefore, item CIB 2. should become No. C11. Also, since the meeting is convened for the City Council and the Capital Improvement Board, there is no need to adjourn to a meeting of the Capital Improvement Board. After approving C11, Council can automatically move on to approval of CIB 1. These minor discrepancies will be corrected in the Action Update and Council Minutes. Thank you. c: John Dunn, City Administrative Officer Jeff Jorgensen, City Attorney Ken Hampian, Assistant City Administrative Officer Bill Statler, Finance Director Linda Asprion, Revenue Manager N M 4r 4�NGAGENDAol / D '949 ITEM #. City Council Meeting Tuesday, June 7, 1994 - 7:00 PM Page 11 Moved by Romero/Rauna to adopt Alternative 3, the "squeeze down" approach from Bishop to Orcutt Road; motion carried (3-1-1, Council Member Roalman voting no, Mayor Pinard absent). Moved by Roalman/Romero to authorize staff to advertise for bids and the CAO to award the contract to the lowest bidder; motion carried (4-0-1, Mayor Pinard absent). 10:55 p.m., Vice Mayor Settle called a recess. 11:02 p.m., Council reconvened; Mayor Pinard absent. 8. FIRE STATION HEADQUARTERS CONTRACT AMENDMENT (File No. 92-04) Council considered a renegotiated contract in the amount of $235,796 with Ross Levin Maclntyre and Varner (RLM & V) to reflect the change in location of the headquarters fire station, the deletion of the recreation administration offices and the addition of a training facility, and approve the Master Plan Design Program. Bob Neumann, Fire Chief, highlighted the agenda report. Moved by Raooa/Romero to approve and authorize the Mayor to execute a renegotiated contract LA - 10 -94 -CC) in the amount of $235,796 and to approve Master Plan Design Program; motion carried (4-0- 1, Mayor Pinard absent). ADJOURNED TO A MEETING OF THE CAPITAL IMPROVEMENT BOARD CALL TO ORDER THE ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD ROLL CALL: Vice President Bill Roalman, Board Members Penny Rappa, Dave Romero, and Allen K. Settle ABSENT: President Peg Pinard 9. CAPITAL IMPROVEMENT BOARD (File No. 242) The annual meeting of the Capital Improvement Board was held. Moved by Rapaa/Romero to approve the minutes of the meeting held on June 1, 1993; motion carried (4-0-1, Mayor Pinard absent). Moved by Rapaa/Romero to re-elect President Pinard and elect Allen K. Settle as Vice President; motion carried (4-0-1, Mayor Pinard absent). Moved by Romero/Rappa to adopt Resolution No.. 8303 authorizing the issuance sale of refunding bonds for the purpose of refinancing 1986 Lease Revenue Bonds, authorizing the amendment and restatement of 1986 lease with the City of San Luis Obispo, and approving related documents and official actions; motion carried (4-0-1, Mayor Pinard absent). Moved by Romero/Rappa to adjourn to the next regularly scheduled meeting of the Capital Improvement Board; motion carried (4.0.1, Mayor Pinard absent). 4111N111����III pi�uli I�I�IIIIII►city O San WI S OBISPOO COUNCIL AGENDA FROM: - William C. Statler, Director of Finance Prepared by: Linda Asprion, Revenue MEUINc DATE: p �® ITEM NUMBER: / PRT SUBJECT: ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD CAO RECOMMENDATION Approve minutes of meeting held on June 1, 1993. 2. Elect officers for the Capital Improvement Board, including President and Vice President. 3. Adopt a resolution authorizing the issuance and sale of refunding bonds for the purpose of refinancing 1986 Lease Revenue Bonds, authorizing the amendment and restatement of 1986 lease with the City of San Luis Obispo, and approving related documents and official actions. 4. Adjourn to the next regularly scheduled meeting. DISCUSSION In June 1986, the City of San Luis Obispo Capital Improvement Board was established as a public authority to implement required financing for construction and improvement to various public facilities. The City Council serves as the Board of Directors for this agency. The By- laws governing the conduct of business by the Board. requires that an annual meeting. be held on the fust Tuesday in June of each year. In accordance with the By-laws, the following agenda has been established for tonight's meeting. I. Meeting called to order II. Roll Call. III. Board consideration of minutes from June 1, 1993. Draft minutes for the Board's . approval are attached. IV. Election of Officers. In keeping with past practice, it is recommended that the Mayor serve as President and that the Vice -Mayor serve as Vice -President. V. Adopt a resolution authorizing the issuance and sale of refunding bonds for the purpose of refinancing the 1986 Lease Revenue Bonds. (See Council Agenda Report on this item.) VI. Adjournment to the next regularly scheduled meeting. s �iIINNI�I�����III IpNull city O sant 1 S OBISPO • Illli�lllll tv � a COUNCIL AGENDA REPORT ANNUAL FINANCIAL REPORTS Section 3.42.050(D) of Ordinance 1059 creating the Capital Improvement Board requires that the Board annually prepare and make available to interested members of the public a statement of its financial affairs, audited by independent certified public accountants. Acting as the City Council, Board members received audited financial statements which encompasses the fiscal affairs of the Board for the fiscal year ending June 30, 1993. Accordingly, this requirement has been met for fiscal year 1992-93. ATTACHMENTS A. Minutes from June 1, 1993 meeting. B. Resolution authorizing the issuance and sale of refunding bonds for the purpose of refinancing the 1986 Lease Revenue Bonds City Council Meeting Tuesday, June 1, 1993 - 7:00 P.M. CALL TO ORDER ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD Diane Gladwell. Secretary, called the Roll Call; Board Member Peg Pinard resided. ROLL CALL Attachment. Page 9 Present: Board Members Peg Pinard, Penny Rappa, Dave Romero, Bill Roalman and Allen K. Settle Absent: None 7. CAPITAL IMPROVEMENT BOARD (File No. 242) The annual meeting of the Capital Improvement Board was held. Bill Statler, Finance Director, briefly reviewed the report with the recommendation that Council approve the minutes, elect officers, and adjourn the meeting. Moved by Settle/Roalman to approve the minutes of the June 16, 1992 meeting; to elect Peg Pinard as President, Bill Roalman as Vice -President; and to adjourn to the next regularly scheduled meeting; motion carried (5-0). 12:05 A.M. President Pinard adjourned the meeting. Peg Pinard, President COMMUNICATIONS Diane R. Gladwell, Secretary COMM.1. Mayor Pinard introduced a request from the Visitor's and Conference Bureau (VCB) for San Luis Obispo to become a Sister City to Maebaru, Japan; Mayor authorized to send a letter to the VCB inviting them to develop and staff a program (general consent). COMM.2. Council Member Raooa requested a letter asking the County to gather information on existing solid waste reduction programs at Cal Poly, CMC and Camp San Luis (general consent). COMM.3. Mayor Pinard requested that a policy be developed to reduce the number of motorized vehicles in parades; Mayor authorized to send a letter and begin dialogue to de-emphasize motorized entries (general consent). COMMA. John Dunn, City Administrative Officer, asked if BIA's funding request from Economic Development funds should be agendized; Council indicated agreement (general consent). 12:32 A.M. Mayor Pinard declared a recess to closed session regarding real property negotiations pertaining to the Munch Estate, 322 Bullet Lane. no RESOLUTION NO. • RESOLUTION OF THE BOARD OF DIRECTORS OF THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD AUTHORIZING THE ISSUANCE AND SALE OF REFUNDING BONDS FOR THE PURPOSE OF REFINANCING 1986 LEASE REVENUE BONDS, AUTHORIZING THE AMENDMENT AND RESTATEMENT OF 1986 LEASE WITH THE CITY OF SAN LUIS OBISPO, AND APPROVING RELATED DOCUMENTS AND OFFICIAL ACTIONS WHEREAS, the City Council of the City of San Luis Obispo (the "City") has previously adopted its Ordinance No. 1059 (1986 Series) on April 15, 1986 (the "Ordinance"), establishing the City of San Luis Obispo Capital Improvement Board (the `Board") for the purpose of assisting the City in the financing of public improvements; and WHEREAS, in furtherance of its public purposes, the Board has previously financed the acquisition and construction of various public improvements consisting generally of city hall improvements, a police station and public parking facilities (collectively, the "Projects") pursuant to a Lease Agreement dated as of June 15, 1986 (the "1986 Lease Agreement') under which the Board has leased the Projects to the City; and WHEREAS, funds for the acquisition and construction of the Projects have been provided by the Board through the issuance of its $13,970,000 aggregate principal amount of Lease Revenue Bonds (Capital Improvement Projects), Series 1986 (the "1986 Bonds"); and WHEREAS, in order to take advantage of current prevailing interest rates and thereby realize substantial savings, the City has requested the Board at this time to undertake and complete proceedings for the refinancing of the 1986 Lease Agreement and the 1986 Bonds, and to that end the City and the Board have proposed to amend and restate the 1986 Lease Agreement and the Board has proposed to issue its 1994 Refunding Lease Revenue Bonds in the principal amount of not to exceed $12,750,000 (the `Bonds") which are secured by rental payments made by the City under the amended and restated 1986 Lease Agreement; and WHEREAS, the firm of Evensen Dodge, Inc., as financial adviser to the City and the Board (the "Financial Adviser"), has recommended that the Board sell the Bonds on a negotiated basis; and WHEREAS, the Board of Directors wishes at this time to approve such financing transactions and all documents relating thereto; NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the City of San Luis Obispo Capital Improvement Board as follows: 9-H SECTION 1. Issuance of Bonds; Approval of Indenture. The Board of Directors hereby authorizes the issuance of the Bonds under and pursuant to Ordinance in the maximum principal amount of $12,750,000. The Bonds shall be issued pursuant to the terms and provisions of the Indenture of Trust by and between the Board and Bank of America National Trust and Savings Association, as trustee (the "Trustee"), which the Board hereby approves in substantially the form on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the President. The Board of Directors hereby authorizes and directs the Executive Director to execute, and the Secretary to attest and affix the seal of the Board to, said form of the Indenture for and in the name of the Board. The Board of Directors hereby authorizes the delivery and performance of the Indenture. SECTION 2. Approval of Related Financing Agreements. The. Board of Directors hereby approves each of the following agreements required to implement the financing plans to be accomplished by the Bonds, in substantially the respective forms on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The Executive Director is hereby authorized and directed for and in the name and on behalf of the Board to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Board to, the final form of each such agreement: (a) First Amended and Restated Lease Agreement by and between the Board as lessor and the City as lessee, relating to the amendment and restatement of the 1986 Lease Agreement; (b) Assignment Agreement by and between the Board and the Trustee, whereby the Board assigns certain of its rights under the First Amended and Restated Lease Agreement to the Trustee for the benefit of the Bond owners; and (c) Escrow Deposit and Trust Agreement by and among the Board, the City and the Trustee, relating to the establishment of an irrevocable escrow for the advance refunding of the 1986 Bonds and the 1986 Lease Agreement. SECTION 3. Sale. of Bonds. The Board of Directors hereby approves the negotiated sale of the Bonds to an underwriting or investment banking firm to be selected by the Chief Financial Officer upon the advice of the Financial Adviser (the "Underwriter"), pursuant to the Bond Purchase Contract in substantially the form on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The Executive Director is hereby authorized and directed for and in the name and on behalf of the Board to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Board to, the final form of the Bond Purchase Contract. The purchase price to be paid for the Bonds by the Underwriter shall be at least ninety-seven percent (97%) of the par value thereof, and the net effective rate of interest borne by the Bonds shall not exceed seven percent (7%) per annum. The authorization granted in this Section 3 to award the sale of the Bonds to the Underwriter shall expire on October 1, 1994, -2- 9-s provided that if the Bond Purchase Contract has been executed prior to such date, the closing of the Bonds may take place after such date. SECTION 4. Official Statement. The Board of Directors hereby approves the preliminary Official Statement describing the Bonds in substantially the form submitted by the Financial Adviser and on file with the Secretary. The Chief Financial Officer is hereby authorized and directed to approve any changes in or additions to said preliminary Official Statement and to execute an appropriate certificate stating the Chief Financial Officer's determination that the preliminary Official Statement (together with any changes therein or additions thereto) has been deemed nearly final within the meaning of Rule 15 c2-12 of the Securities Exchange Act of 1434. Distribution of the preliminary Official Statement by the Underwriter to prospective purchasers of the Bonds is hereby approved. The Chief Financial Officer is hereby authorized and directed to approve any changes in or additions to a final form of said Official Statement, and the execution thereof by the Chief Financial Officer shall be conclusive evidence of approval of any such changes and additions. The Board of Directors hereby authorizes the distribution of the final Official Statement by the Underwriter. The final Official Statement shall be executed in the name and on behalf of the Board by the Chief Financial Officer. SECTION 5. Engagement of Professional Services. Evensen Dodge, Inc. is hereby retained as Financial Adviser to the Board, and the firm of Jones Hall Hill & White, A Professional Law Corporation, is hereby retained as bond counsel to the Board, in connection with the issuance and sale of the Bonds. The Chief Financial Officer is hereby authorized and directed on behalf of the Board to execute an agreement with each of said firms, in the respective forms on file. with the Chief Financial Officer. SECTION 6. Official Actions. The Executive Director, the Chief Financial Officer, the Secretary, the Board Attorney and all other officers of the Board are each authorized and directed in the name and on behalf of the Board to make any and all site leases, assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the agreements and documents approved pursuant to this Resolution. Whenever in this resolution any officer of the Board is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on. behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable. -3 - g_ SECTION 7. Effective Date. This Resolution shall take effect immediately upon its passage and adoption. AYES: NOES: ABSENT: Secretary -4- Mayor 91 I hereby certify that the foregoing Resolution was passed and adopted by the Board of Directors of the City of San Luis Obispo Capital Improvement Board at a regular meeting thereof duly held on the 7th day of June, 1994, by a majority vote of all of its members. Secretary -5 - On motion of seconded by and on the following roll call vote: AYES: NOES: ABSENT: the foregoing Resolution was passed and adopted this 7th day of June, 1994. President ATTEST: Secretary �����►n►►iiullllllllll°U1p� I city of SanUOS OBISp0 Njj% COUNCIL AGENDA FROM: William C. Statler, Director of Finance Prepared by: Linda Asprion, Revenue MEETING DATE: PRT ITEM NUMBER: SUBJECT: ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD CAO RECOMMENDATION 1. Approve minutes of meeting held on June 16, 1992. 2. Elect officers for the Capital Improvement Board, including President and Vice President. 3. Adjourn to the next regularly scheduled meeting. DISCUSSION In June 1986, the City of San Luis Obispo Capital Improvement Board was established as a public authority to implement required financing for construction and improvement to various public facilities. The City Council serves as the Board of Directors for this agency. The By-laws governing the conduct of business by the Board requires that an annual meeting be held on the first Tuesday in June of each year. In accordance with the By-laws, the following agenda has been established for tonight's meeting. I. Meeting called to order. lI. Roll Call. III. Board consideration of minutes from June 16, 1992. Draft minutes for the Board's approval are attached. IV. Election of Officers. In keeping with past practice, it is recommended that the Mayor serve as President and that the Vice -Mayor serve as Vice -President. V. Adjournment to the next regularly scheduled meeting. ANNUAL FINANCIAL REPORTS Section 3.42.050(D) of Ordinance 1059 creating the Capital Improvement Board requires that the Board annually prepare and make available to interested members of the public a statement of its financial affairs, audited by independent certified public accountants. Acting as the City Council, Board members received and filed audited financial statements on December 15, 1992 which encompasses the fiscal affairs of the Board for the fiscal year ending June 30, 1992. Accordingly, this requirement has been met for fiscal year 1991-92. ATTACHMENT Minutes from June 16, 1992 meeting. L City Council Meeting Page 9 Tuesday, June 16, 1992 - 7:00 P.M. appellant. Staff further directed to bring back driveway . width standards and explore driveway configuration alternatives. Motion carried (4-0-1,. Councilman Reiss absent). 6. TENTATIVE MAP - 3765 S. HIGUERA (File No. 410) Council held a public hearing to consider a request to divide one 8.17 acre lot (MS 72-92) into two lots with exceptions to lot size, lot design, and frontage requirements at 3765 South Higuera Street; Gregory & Jane Hind, applicants. Moved by _R_appa/Roalman this item was continued without discussion at the request of the applicant to date certain Tuesday, June 30, 1992. Motion carried (4-0.1, Councilman Reiss absent). 7. 1992-93 BUDGET (File No. 233) Council held a public hearing to consider amendments to the 1991-93 Financial Plan and appropriating funds for the 1992-93 Fiscal Year. Bill Statler. Finance Director, briefly reviewed the agenda report with the recommendation that Council adopt a resolution approving the amendments as recommended. Mayor Dunin declared the public hearing open. No one spoke for or against the proposed budget: Mayor Dunin declared the public hearing closed. Moved by Rappa/Roalman to adopt Resolution No. 8025 (3-1-1, Councilwoman Pinard voting no and Councilman Reiss absent) approving amendments to the 1991-92 Financial Plan and appropriating funds as recommended. Mayor Dunin adjourned the meeting to the Capital Improvement Board. CALL TO ORDER ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD Pam Voaes. Secretary, called the Roll Call; President Dunin presiding. ROLL CALL Present: Boardmembers Peg Pinard, Penny Rappa, Bill Roalman and President Ron Dunin Absent Boardmember Jerry Reiss 8. CAPITAL IMPROVEMENT BOARD (File No. 242) The annual meeting of the Capital Improvement Board was held (continued from 6/1/92). Bill Statler. Finance Director, reviewed. the agenda report with the recommendation that Council approve the minutes, elect officers and adjourn to the regularly scheduled meeting. N City Council Meeting Tuesday, June 16, 1992 7:00 P.M. 11 Page 10 Moved by Boardmember Raooa/Roalman to approve the minutes of the November 20, 1990 meeting; elect the officers (President and Vice President) to the Capital Improvement Board as recommended; and adjourn the meeting to the next regularly scheduled meeting. President Dunin adjourned the meeting at 9:00 PM. COMMUNICATIONS COMMA. Upon general consensus, council supported a request by Councilman Roalman to direct staff to report back in late June or early July on mobilehome park vacancy decontrol issue. 11:00 P.M. there being no further business to come before the City Council, Mayor Dunin adjourned the meeting to Wednesday, June 17, 1992 at 9:00 A.M. for closed session to discuss Personnel issues. APPROVED BY COUNCIL PV:cm 0 Pam Voges, City Clerk } It. Z Original agenda report,,s-Tom the meeting of 6/1/92. ����►�►�►ii►��(IIIIIIIIi�' IIIIIU city of San Luis OBispo WHiMe COUNCIL AGENDA REPORT ME JNG DATE: ITEM NUMBER: FROM: William C. Statler, Director of FinanceLA /P ,/ Prepared by: Linda Asprion, Revenue Managerf� SUBJECT: ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD CAO RECOMMENDATION 1. Approve minutes of meeting held on November 20, 1990. 2. Elect officers for the Capital Improvement Board, including . President and Vice President. 3. Adjourn to the next regularly scheduled meeting. In June 1985, the City of San Luis Obispo Capital Improvement Board was established as a public authority to implement required financing for construction and improvement to various public facilities. The City Council serves as the Board of Directors for this agency. The By-laws governing the conduct of business by the Board requires that an annual meeting be held on the first Tuesday in June of each year. In accordance with the By-laws, the following agenda has been established for tonights meeting. I. Meeting called to order. II. Roll Call. III. Board consideration of minutes from November 20, 1990. Draft minutes for the Board's approval are attached. IV. Election of Officers. In keeping with past practice, it is recommended that the Mayor serve as President and that the Vice -Mayor serve as Vice -President. VI. Adjournment to the next regularly scheduled meeting. Annual Financial Reports Section 3.42.050(D) of Ordinance 1059 creating the Capital Improvement Board requires that the Board annually prepare and make available to interested members of the public a statement of its financial affairs, audited by independent certified public accountants. Acting as the City Council, Board members received and filed audited financial statements on January 21, 1992 which encompasses the fiscal affairs of the Board for the fiscal year ending June 30, 1991. Accordingly, this requirement has been met for fiscal year 1990-91. ATTACHMENT Minutes from November 20, 1990 meeting. MINUTES SPECIAL MEETING OF THE CAPITAL IMPROVEMENT BOARD CITY OF SAN LUIS OBISPO TUESDAY, NOVEMBER 20, 1990 - 7:00 PM VETERANS MEMORIAL BUILDING, 801 GRAND AVENUE SAN LUIS OBISPO, CALIFORNIA ROLL CALL: CAPITAL IMPROVEMENT BOARD: Present: Directors Peg Pinard, Penny Rappa, Jerry Reiss, and President Ron Dunin Absent: None OFFICERS: Present- John Dunn, Executive Director, Bill Statler, Chief Financial Officer; Kim Condon, Acting Secretary Absent: Pam Voges, Secretary 1. PROJECT FINANCING (File No. 213) The Capital Improvement Board considered approving the sale of $4.5 million in Certificates of Participation in order to finance approved projects. The projects to be financed are: 1. Fire Station #1 Site Acquisition; 2. General Fund Share of the Recreation Center Rehabilitation; and 3. Impending Open Space and Parkland Acquisitions. Moved by Roalman/Pinard, (5-0), Capital Improvement Board Resolution Nos. 107 and 108 of the Board of Directors of the Capital Improvement Board adopted approving the sale of Certificates of Participation in the amount of $4.5 million as recommended. 8:55 p.m., there being no further business to come before Board, President Dunin adjourned the meeting to the Annual Meeting of the Capital Improvement Board to be held the first Tuesday in June of 1991. (Due to the lack of a quorum, the Capital Improvement Board did not meet on June 4, 1991.) The minutes were recorded by Kim Condon, Acting Secretary. APPROVED: Pam Voges, Secretary 296[u 8 ✓ JHHW:CFA:dfd June 1086 F6384 EXHIBIT I RESOLUTION NO. 5995 RESOLUTION OF THE CITY COUNCIL APPROVING SALE OF REAL PROPERTY TO THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD AND AUTHORIZING AND DIRECTING EXECUTION OF ACQUISITION AGREEMENT WHEREAS, the City of San Luis Obispo (the "City") has previously adopted its Ordinance No. 1059 (1986 Series) on April 15, 1986, establishing the City of San Luis Obispo Capital Improvement Board (the "Board) for the purpose of assisting the City in the financing of public improvements; and WHEREAS, the Board proposes at this time to issue its City of San Luis Obispo Lease Revenue Bonds (Capital Improvement Projects), Series 1986 in the aggregate principal amount of not to exceed $1.5,000,000 for the purpose of financing the acquisition, construction and improvement of various public improvements to be used by. the City, including certain street and public parking improvements; and ' WHEREAS, in connection with such financing the City proposes to sell to the Board certain real property currently owned by the City (the "Properties"), including the Police Station land and improvements and the City Hall land and improvements, pursuant to and as more fully described in the Acquisition Agreement dated as of June 15, 1986,.by and between the City as seller and the Board as purchaser (the "Acquisition Agreement"); and WHEREAS, the City Council approves of such sale in the public interests of the City; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of San Luis Obispo as follows: Section 1. Approval of Sale: Acquisition Agreement. The City Council hereby approves the sale by the City to the Board of all of the Properties pursuant to and as described in the Acquisition Agreement. The City Council hereby approves the Acquisition Agreement in substantially the form on file with the City Clerk together with all changes and additions thereto as the City Administrative Officer shall deem advisable. The City Administrative Officer is hereby authorized and directed to attest and to affix ther seal of the City to, said Acquisition Agreement for and in the name of the City. Section 2. Official Actions.. The Mayor, the City Administrative Officer, the Finance Director, the City Clerk, the City Attorney and any and all other officers of the City are each authorized and directed for and in the name of the City to execute any and all assignments, certificates, requisitions. agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate the lawful sale of the Properties to the Board pursuant to the Acquisition Agreement. R 5995 ) �J Ll l LC :i ) 0 1 Section 3. Effective Date. This resolution shall take effect immediately upon its passage and adoption. On motion of Councilwoman Rappa, seconded by Mayor Dunin, PASSED AND ADOPTED this 17th day of June, 1986, by the following vote: AYES: Councilwoman Rappa, Mayor Dunin, Councilmembers Dovey, Griffin and Settle NOES: None ABSENT: None (SEAL) Attest: By A Mayor Ron Dunin -2- �ql ;` �I��INI�IIIIIIII ulll "! 1" • MEETING DATE: c� o saiuis oBIspo 6-6-88 COUNCIL AGENDA REPORT ITEM NUMBER: From: Toby Ross, Assistant City Administrative Officer Subject: Capital Improvement Board Annual Meeting CAO Recommendation: Conduct annual meeting, and receive and file this report on the Capital Improvement Board Background: In 1986 the City issued bonds totaling $13.97 million to finance several capital improvements including the parking structures and the Madonna and Higuera Road widening projects. The City formed the Capital Improvement Board (CIB) to facilitate this financing. The by-laws establish the City Council as the CIB and require that the CIB meet at least annually. June 6 is scheduled as the annual meeting. The bond issue is divided into two components: $9.35 million for parking improvements; and $4.62 million for road improvements. Projects completed at least in part with bond proceeds include: Madonna Road widening and landscaping Laguna Park access road Madonna Road bridge widening Freeway interchange and signalization Palm Street parking structure Acquisition of the Recreation Department office. Projects for which the bond proceeds are committed include: Higuera Street widening South Street widening Marsh Street parking structure. The proceeds are expected to be fully expended in 1989 and the bonds will be fully repaid in the year 2006. Since there is no new business at this time, this annual meeting is a formality. However, we contemplate additional financing which may require the CIB to meet later this year. No action of the CIB is required now. TR:mp Attachments: Debt Service Schedule 40 8z O TOTAL DEBT SERVICE SCHEDULE FOR SAM LUIS OBISPO PROJECTS Summery Debt Service From 07/15/86 (1) (2) 7 (3) (4) (S) DIIU Principal Interest IdAi Annud 12/01/86 505,494.21 505,494.21 06/01/87 110,000.00 548,126.25 658,126.25 1,163,620.46 12/01/87 545,513.75 545,513.75 06/01/88 115,000.00 505,513.75 660,513.75 1,206,027.50 12/01/88 542,351.25 542,351.25 06/01/89 385,000.00 542,351.25 927,351.25 1,469,702.50 12/01/89 530,801.25 530,801.25 06/01/90 405,000.00 530,801.25 935,801.25 1,466,602.50 12/01/90 518,043.75 518,043.75 05/01/91 435,000.00 518,043.75 953,043.75 1,471,087.50 12/01/91 503.688.75 503,688.75 06/01/92 465,000.00 503,688.75 968,688.75 1,472,377.50 12/01/92 487,646.25 487,646.25 06/01/93 500,000.00 487,646.25 987,646.25 1,475,292.50 12/01/93 469,896.25 469,896.25 06/01/94 535,000.00 469,896.25 1,004,896.25 1,474,792.50 12/01/94 450,368.75 450,368.75 06/01/95 580,000.00 450,368.75 1,030,368.75 1,480,737.50 12/01/95 428,618.75 428,618.75 06/01/96 625,000.00 428,618.75 1,053,618.75 1,482,237.50 12/01/96 404,868.75 404,868.75 06/01/97 675,000.00 404,868.75 1,079,868.75 1,484,737.50 12,01/97 377,025.00 377,025.00 06/01/98 725,000.00 377,025.00 1,102,025.00 1,479,050.00 12/01/98 347,118.75 347,118.75 06/01/99 785,000.00 347,118.75 1,132,118.75 1,479,237.50 .12/01/99 314,737.50 314,737.50 06/01/00 845,000:00 314,737.50 1,159,737.50 1,474,475.00 17./01/00 279,881.25 279,881.25 06/01/01 920,000.00 279,881.25 1,199,881.25 1,479,762.50 12/01/01 241,931.25 241,931.25 06/01/02 990,000.00 241,931.25 1,231,931.25 1.473,862:50 12/01/02 201,093.75 201,093.75 06/01/03 1,075,000.00 201,093.75 1,276,093.75 1,477,187.50 12/01/03 156,750.00 156,750.00 06/01/04 1,170,000.00 156,750.00 1,326,750.00 1,483,500.00 12/01/04 108,487.50 108,487.50 06/01/05 1,265,000.00 108,487.50 1,373,487.50 1,481,975.00 i2iuiiu5 56,306.25 56,306.25 06/01/06 1.365.000.00 Sf_3p6 1,421J09-79 1,477,612.50 Totals. 13,970,000.00 14,983,877.96 28,953,877.96 Less Accrued: 91,354.46 91,354.46 Met Cost: 14,892,523.50 28,862.523.50 Valuas From Dated Date: Average Interest Rate 8.088 °cid Years. 185,256.722 Average Life 13.261 40 8z t 29026.8 O JHHW:CFA:dfd June*i6 F6386 R RESOLUTION NO. 1�1 RESOLUTION OF THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD SETTING TIME AND PLACE OF REGULAR MEETINGS AND APPROVING BY-LAWS WHEREAS, the City Council of the City of San Luis Obispo has previously adopted its Ordinance No. 1059 (1986 Series) establishing the City of San Luis Obispo Capital Improvement Board (the "Board"), and it is appropriate at this time that. the Board establish the time and place of regular meetings and adopt By-laws governing the conduct of business by the Board; NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the City of San Luis Obispo Capital Improvement Board as follows: Section 1. Regular Meetings. The Board shall hold a regular meeting annually at 7 p.m. on the 1st Tuesday in June of each year. The time and place of regular meetings of the Board may be changed from time to time by resolution of the Board. The Board may hold special meetings from time to time as set forth in the by- laws of the Board. Section 2. By-laws. The Board hereby approves By-laws in the form on file with the Secretary, who is hereby directed to certify a copy of said By-laws and file said copy with the minutes of this meeting. On motion of Boardmember Settle, seconded by Boardmember Rappa, PASSED AND ADOPTED this 17th day of June, 1986, by the following vote: AYES: Boardmembers Settle, Rappa, Dovey, Griffin and President Dunin NOES: None ABSENT: None Pamela Voges R 101 29026.8 O JHHW:CFA:dfd June As F6387 BY-LAWS 99 CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD ARTICLE I Offices and Seal Section 1. Offices. The principal office of the Board for the transaction of business shall be 990 Palm Street, San Luis Obispo, California 93401. The Board of Directors may, however, fix and change from time to .time the principal office from one location to another within the City of San Luis Obispo by noting the change of address in the minutes of the meeting of the Board of Directors at which the address was fixed or changed. The fixing or changing of such address shall not be deemed an amendment to these By-laws. Section 2 . Seal . The Board shall have a seal, consisting of two (2) concentric circles with the words "City of San Luis Obispo Capital Improvement Board" and with the date of establishment of the Board. ARTICLE 11 Board of Directors Section 1. Powers. Subject to the limitations of Ordinance No. 1059 (1986 Series) adopted by the City Council on April 15, 1986, establishing the Board (the "Ordinance"), the terms of these By-laws, and the laws of the State of California, the powers of this Board shall be vested in and exercised by and its property controlled and its affairs conducted by the Board of Directors of the Board. Section 2. Number. The Board of Directors shall have five (5) Directors. The number of Directors may be changed by a By-law or amendment thereof duly adopted by the Board of Directors. Section 3. Election. Tenure of Office and Vacancies. Pursuant to the Ordinance, the Board of Directors shall consist of each member of the City Council of the City, and each Director shall hold office until the expiration of such Director's term as member of the City Council of the City of San Luis Obispo. Section 4. Compensation. Directors shall serve without compensation but each Director may be reimbursed his or her necessary and actual expenses, including travel incident to his services as Director, pursuant to resolution of the Board of Directors. Any Director may elect, however, to decline said reimbursement. Section 5. Regular Meetings. Regular meetings of the Board of Directors shall be held at such time as the Board may fix by resolution from time to time, and if any day so fixed shall fall upon a legal holiday, then, upon the next succeeding business day at the same hour. No notice of any regular meeting of the Board of Directors need be given to the Directors. Section 6. Special Meetings. Special meetings of the Board of Directors shall be held whenever called by the President, any Vice President, or by a majority of the Board of Directors. Section 7. Public Meetings: Notice of Meetings. All proceedings of the Board of Directors shall be subject to the provisions of the Ralph M. Brown Act, constituting Chapter 9 of Part 1 of Division 2 of Title 5 of the California Government Code, and notice of the meetings of the Board shall be given in accordance with such Act. Section 8. Consent to Meetings. The transactions of the Board of Directors at any meeting however called and noticed or wherever held, shall be as valid as though done at a meeting duly held after call and notice if a quorum is present and if either before or after the meeting each Director not present signs a written waiver of notice or a consent to the holding of such meeting or approval of the minutes thereof. All such waivers, consents or approvals shall be filed with the corporate records and made a part of the minutes of the meeting. Section 9. Quorum. A quorum shall consist of a majority of the members of the Board of Directors unless a greater number is expressly required by statute, by the Ordinance, or by these By-laws. Every act or decision done or made by at least three of the Directors present at a meeting duly held at which a quorum is present, shall be the act of the Board of Directors. Section 10. Order of Business. The order of business at the regular meeting of the Board of Directors and, so far as possible, at all other meetings of the Board of Directors, shall be essentially as follows, except as otherwise determined by the Directors at such meeting: (a) Report on the number of Directors present in person or by proxy in order to determine the existence of a quorum. (b) Reading of the notice of the meeting and proof of the delivery or mailing thereof, or the waiver or waivers of notice of the meeting then filed, as the case may be. (c) Reading of unapproved minutes of previous meetings of the Board of Directors and the taking of action with respect to approval thereof. (d) Presentation and consideration of reports of officers and committees. (e) Unfinished business. -2- (f) New business. (g) Adjournment. Section 11. Resignation and Removal of Directors. Any Director may resign at any time by giving written notice to the President or to the Board of Directors. Such resignation shall take effect at the time specified therein, and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Any Director may be removed by the Board of Directors with or without cause at any regular meeting or at any special meeting of the Board of Directors, the notice of which, among other things, indicates that the removal of one or more Directors identified therein shall be considered at such meeting. Section 12. Nonliability for Debts. The private property of the Directors shall be exempt from execution or other liability for any debts, liabilities or obligations of the Board and no Director shall be liable or responsible for any debts, liabilities or obligations of the Board. Section 13. Indemnity by Board for Litigation Expenses of Officer Director or Employee. Should any Director, officer or employee of the Board be sued, either alone or with others, because he is or was a director, officer or employee of the Board, in any proceeding arising out of his alleged misfeasance or nonfeasance in the performance of his duties or out of any alleged wrongful act against the Board or by the Board, indemnity for his reasonable expenses, including attorneys' fees incurred in the defense of the proceedings, may be assessed against the Board or its receiver by the court in the same or a separate proceeding if the person sued acted in good faith and in a manner such person reasonably believed to be in the best interests of the Board and, in the case of a criminal proceeding, had no reasonable cause to believe the conduct of such person was unlawful. The amount of such indemnity shall equal the amount of the expenses, including attorneys' fees, incurred in the defense of the proceeding. ARTICLE III Officers Section -1. Officers. The officers of the Board shall be a President, a Vice President and such other officers as the Board of Directors may appoint. When the duties do not conflict, one person, other than the President, may hold more than one of these offices. The City Administrative Officer of the City of San Luis Obispo shall act ex officio as the Executive Director of the Board, the Finance Director of the City shall act ex officio as Chief Financial Officer of the Board, and the City Clerk of the City of San Luis Obispo shall act ex gffjgjQ as the Secretary of the Board. Section 2. Election of Officers. The President and Vice President shall be chosen annually by the Board of Directors and each shall hold office until he shall resign or shall be removed, shall resign or otherwise shall be disqualified to serve or his successor shall be elected and qualified to serve. -3- Section 3. Subordinate Officers. The Board of Directors may elect or authorize the appointment of such other officers than those hereinabove mentioned as the business of the Board may require, each of whom shall hold office for such period, have such authority and perform such duties as are provided in these By-laws, or as the Board of Directors from time to time may authorize or determine. Section 4. Removal of Officers. Any officer may be removed, either with or without cause, by a majority of the Directors then in office at any regular or special meeting of the Board, or, except in the case of an officer chosen by the Board of Directors, by any officers upon whom such power of removal may be conferred by the Board of Directors. Should a vacancy occur in any office as a result of death, resignation, removal, disqualification or any other cause, the Board of Directors may delegate the powers and duties of such office to any officers or. to any Directors until such time as a successor for said office has been elected or appointed.. Section 5. President. The President shall preside at all meetings of the Board of Directors and exercise and perform such other powers and duties as may be from time to time assigned to him by the Board of Directors or be prescribed by these By-laws. The President shall also be the chief corporate officer of the Board and shall, subject to the control of the Board of Directors, have general supervision, direction and control of the business and officers of the Board. He shall preside at all meetings of the Board of Directors. He shall be ex officio member of all standing committees, and shall have the general powers and duties of management usually vested in the office of President of a public corporation and shall have such other powers and duties as may be prescribed by the Board of Directors or by these By-laws. Section 6. Vice President. In the absence or disability of the President, the Vice President shall perform all the duties of the President and when so acting shall have all the powers of and be subject to all of the restrictions upon the President. The Vice President shall have such other powers and perform such other duties as may from time to time be prescribed for them, respectively, by the Board of Directors or by these By-laws. Section 7. ecreta . The Secretary shall keep or cause to be kept a book of minutes at the principal office or at such other place as the Board of Directors may order, of all meetings of the Directors, with the time and place of holding, whether regular or special, and if special, how authorized, the notice thereof given, the names of those present at Directors' meetings and the proceedings thereof. The Secretary shall give or cause to be given notice of all meetings of the Board of Directors of the Board, shall keep the corporate records in safe custody and shall have such other powers and perform such other duties as may be prescribed by the Board of Directors or these By- laws. -4- o ARTICLE IV Objects and Purposes Section 1. Nature of Objects and Purposes. The business of this Board is to be operated and conducted in the promotion of its objects and purposes as set forth in the Ordinance. Section 2. Distribution of Assets During Continuance of Board. During the continuance of the Board, it may distribute any of its assets to the City of San Luis Obispo. If for any reason the City is unable or unwilling to accept the assets of the Board, said assets shall be distributed to the Federal Government, or to a state or local government for public purposes, or to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable purposes. Section 3. Dissolution. The Board may be dissolved by majority vote of the Directors if at the time of such dissolution the Board has no outstanding indebtedness and is not a party to any outstanding material contracts. Upon the dissolution or termination of this Board, and after payment or provision for payment, all debts and liabilities, the assets of this Board shall be distributed to the City of San Luis Obispo, California. If for any reason the City is unable or unwilling to accept the assets of the Board, said assets will be distributed to the Federal Government or to a state or local government for public purposes; or to a nonprofit fund, foundation, or corporation which is organized and operated for charitable purposes. ARTICLE V General Provisions Section 1. Payment of Money. Signatures. All checks, drafts or other orders for payment of money, notes or other evidences of indebtedness issued in the name of or payable to the Board and any and all securities owned by or held by the Board requiring signature for transfer shall be signed or endorsed by the Chief Financial Officer. Section 2. Execution of. Contracts. The Board of Directors, except as in the By- laws otherwise provided, may authorize any officer or officers, agent or agents, to enter into any contract or execute any contract or execute any instrument in the name of and on behalf of the Board and such authority may be general or confined to specific instances and unless so authorized by the Board of Directors, no officer, agent or employee shall have any power or authority to bind the Board by any contract or engagement or to pledge its credit or to render it liable for any purpose or in any amount. Section 3. Fiscal Year. The fiscal year of the Board shall commence on the 1st day of July of each year and shall end on the 30th day of June of the next succeeding year. Section 4. Amendment of By-laws. These By-laws may be amended at any time and from time to time by majority vote of the Board of Directors. M r ���ifl�i�►I�IIIII�II�hAll Walms - C 0 MY Of San WI S OBI SPO COUNCIL AGENDA REPORT FROM: Bill Statler, Director of Financej4f - Prepared by: Linda Asprion, Revenue Manager�� a/3 MEETIN AT ITEM N BE •6 SUBJECT: FINAL PASSAGE TO ORDINANCE NO. 1297 APPROVING THE SALE AND LEASEBACK OF PROPERTY WITH THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD CAO RECOMMENDATION Give final passage to Ordinance 1297. DISCUSSION At its meeting of Tuesday, April 16, 1996, the City Council took action on a 5-0 vote to introduce Ordinance No. 1297 to print. This ordinance approves the sale and leaseback of property with the City of San Luis Obispo Capital Improvement Board (Board) in conjunction with the issuance of the 1996 lease revenue bonds by the Board. The agenda report from that meeting is attached. Staff recommends the Council give final passage to the ordinance as proposed. ATTACHMENTS: Ordinance No. 1297 1 CD -2- / ORDINANCE NO. 1297 ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SAN LUIS OBISPO APPROVING SALE AND LEASEBACK OF PROPERTY WITH THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD IN CONJUNCTION WITH THE ISSUANCE OF LEASE REVENUE BONDS BY THE BOARD AND APPROVING RELATED DOCUMENTS AND OFFICIAL ACTIONS WHEREAS, the City of San Luis Obispo (the "City") wishes at this time to finance the acquisition and construction of various properties and improvements to be used for the municipal purposes of the City, including but not limited to facilities to be used for the headquarters fire station purposes, land acquisition, seismic and other improvements to the City Hall, and the acquisition of street lighting facilities; and WHEREAS, in order to provide funds for such purpose, the City has proposed to sell to the City of San Luis Obispo Capital Improvement Board (the 'Board") certain existing properties owned by the City, consisting generally of a headquarters fire station, land for public park, open space, transportation and flood protection purposes, land on which the existing Bowden Adobe building is situated and adjacent properties, and the corporation yard of the City (collectively, the "Properties"), pursuant to an Acquisition Agreement dated as of June 1, 1996 (the "Acquisition Agreement"), by and between the City as seller and the Board as purchaser; and WHEREAS, in order to raise the funds necessary to acquire the properties from the City under the Acquisition Agreement, the Board has proposed to issue its 1996 Lease Revenue Bonds in the maximum principal amount of $7,500,000 (the 'Bonds") under an Indenture of Trust dated as of June 1, 1996, by and between the Board and a commercial bank to be designated by the City Administrative Officer, as trustee; and WHEREAS, for the purpose of providing a source of funds with which to pay debt service on the Bonds, the City has proposed to lease the Properties back from the Board under a Lease Agreement dated as of June 1, 1996 (the "Lease"), by and between the Board as lessor and the City as lessee, under which the City will agree to pay semiannual rental payments which will be sufficient to enable the Board to pay principal of and interest on the Bonds when due; and WHEREAS, the firm of Evensen Dodge, Inc. as financial adviser to the City and the Board (the "Financial Adviser"), has recommended that the Board sell the Bonds on a competitive basis and has prepared a preliminary form of an Official Statement describing the Bonds; and WHEREAS, the City is required by Article 9 of Chapter 5 of Part 1 of Division 2 of the California Government Code (commencing with Section 54240 of said Code) to approve the Lease Agreement by ordinance which is subject to referendum; BE IT ORDAINED by the Council of the City of San Luis Obispo: SECTION 1. Sale of Properties to Board. The City Council hereby approves the sale of the Properties by the City to the Board under and pursuant to the Acquisition Agreement. The proceeds received by the City from the sale of the Properties shall be applied to pay and Ordinance 1297 O • Page 2 reimburse the City for payment of costs of various municipal improvements approved by the City Council. The City Council hereby approves the Acquisition Agreement in substantially the form on file with the City Clerk together with any changes therein or additions thereto deemed advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The City Administrative Officer is hereby authorized and directed for and in the name and on behalf of the City to execute, and the City Clerk is hereby authorized and directed to attest and affix the seal of the City to, the final form of the Acquisition Agreement. SECTION 2. Lease of Properties from Board. The City Council further hereby approves the lease of the Properties by the City back from the Board under and pursuant to the Lease Agreement. The City Council hereby approves the Lease Agreement in substantially the form on file with the City Clerk together with any changes therein or additions thereto deemed and advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The City Administrative Officer is hereby authorized and directed for and in the name and on behalf of the City to execute, and the City Clerk is hereby authorized and directed to attest and affix the seal of the City to, the final form of the Lease Agreement. SECTION 3. Issuance and Sale of Bonds by Board. The City Council hereby approves the issuance of the Bonds by the .Board in the aggregate principal amount of not to exceed $7,500,000 for the purpose of providing funds to acquire the Properties from the City under the Acquisition Agreement, and thereby provide funds to enable the City to finance its various municipal projects. The City Council hereby approves the competitive sale of the Bonds by the Board in accordance with the resolution of the governing body of the Board relating thereto. SECTION 4. Official Statement. The City Council hereby approves, and hereby authorizes the Director of Finance to deem nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934, the preliminary Official Statement describing the Bonds in substantially the form submitted by the Financial Adviser and on file with the City Clerk. Distribution of the preliminary Oficial Statement by the Financial Adviser to prospective bidders is hereby approved. The City Council hereby authorizes the distribution of the final Official Statement by the winning bidder. SECTION 5. Official Actions. The City Administrative Officer, the Director of Finance, the City Clerk and all other officers of the City are each authorized and directed in the name and on behalf of the City to make any and all site leases, assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the agreements and documents approved pursuant to this Ordinance. Whenever in this Ordinance any officer of the City is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case of such officer shall be absent or unavailable. SECTION 6. Effective Date. This Ordinance shall become effective thirty(30) days from and after the date of its final passage. This Ordinance shall be subject to referendum pursuant to and as provided in Section 54241 of the Government Code of the State of California and the (7. 2 -3 ,. Ordinance 1297 G • Page 3 laws of the State of California. The City Clerk shall certify to the adoption of this Ordinance, and shall cause this Ordinance to be published as required by Section 602 of the City Charter. On motion of Council Member Smith-, seconded by Council Member Williams and on the following roll call vote: AYES: Council Members Smith, Roalman, Romero, Williams, Mayor Settle NOES: None ABSENT: None the foregoing Ordinance was passed to print this 16 day of April, 1996. Mayor, Allen Settle by Asst. City Clerk Kim Condon APPROVED AS TO FORM: Jorgensen C -a -A/ Legal ad to Sharma Run: Sat., May 4, 1996 ART -CITY LOGO From Diane � 781-7102 ORDINANCE NO, 1297 (1996 SERIES).. ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SAN LUIS OBISPO.. APPROVING SALE AND LEASEBACK OF PROPERTY WITH THE CITY OF.. SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD IN CONJUNCTION.. WITH THE ISSUANCE OF LEASE REVENUE BONDS BY THE BOARD.. AND APPROVING RELATED DOCUMENTS AND OFFICIAL ACTIONS.. WHEREAS, the City of San Luis Obispo (the "City") wishes at this time to finance the acquisition and construction of various properties and improvements to be used for the municipal purposes of the City, including but not limited to facilities to be used for the headquarters fire station purposes, land acquisition, seismic and other improvements to the City Hall, and the acquisition of street lighting facilities; and.. WHEREAS, in order to provide funds for such purpose, the City has proposed to sell to the City of San Luis Obispo Capital Improvement Board (the "Board") certain existing properties owned by the City, consisting generally of a headquarters fire station, land for public park, open space, transportation and flood protection purposes, land on which the existing Bowden Adobe building is situated and adjacent properties, and the corporation yard of the City (collectively, the "Properties"), pursuant to an Acquisition Agreement dated as of June 1, 1996 (the "Acquisition Agreement"), by and between the City as seller and the Board as purchaser; and.. WHEREAS, in order to raise the funds necessary to acquire the properties from the City under the Acquisition Agreement, the Board has proposed to issue its 1996 Lease Revenue Bonds in the maximum principal amount of $7,500,000 (the 'Bonds") under an Indenture of Trust dated as of June 1, 1996, by and between the Board and a commercial bank to be designated by the City Administrative Officer, as trustee; and.. WHEREAS, for the purpose of providing a source of funds with which to pay debt service on the Bonds, the City has proposed to lease the Properties back from the Board under a Lease Agreement dated as of June 1, 1996 (the "Lease"), by and between the Board as lessor and the City as lessee, under which the City will agree to pay semiannual rental payments which will be sufficient to enable the Board to pay principal of and interest on the Bonds when due; and.. WHEREAS, the firm of Evensen Dodge, Inc. as financial adviser to the City and the Board (the "Financial Adviser"), has recommended that the Board sell the Bonds on a competitive basis and has prepared a preliminary form of an Official Statement describing the Bonds; and.. WHEREAS, the City is required by Article 9 of Chapter 5 of Part 1 of Division 2 of the California Government Code (commencing with Section 54240 of said Code) to approve the Lease Agreement by ordinance which is subject to referendum;.. BE IT ORDAINED by the Council of the City of San Luis Obispo:.. SECTION 1. Sale of Properties to Board. The City Council hereby approves the sale of the Properties by the City to the Board under and pursuant to the Acquisition Agreement. The proceeds received by the City from the sale of the Properties shall be applied to pay and reimburse the City for payment of costs of various municipal improvements approved by the City Council. The City Council hereby approves the Acquisition Agreement in substantially the form on file with the City Clerk together with any changes therein or additions thereto deemed advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The City Administrative Officer is hereby authorized and directed for and in the name and on behalf of the City to execute, and the City Clerk is hereby authorized and directed to attest and affix the seal of the City to, the final form of the Acquisition Agreement.. SECTION 2. Lease of Properties from Board. The City Council further hereby approves the lease of the Properties by the City back from the Board under and pursuant to the Lease Agreement. The City Council hereby approves the Lease Agreement in substantially the form on file with the City Clerk together with any changes therein or additions thereto deemed and advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The City Administrative Officer is hereby authorized and directed for and in the name and on behalf of the City to execute, and the City Clerk is hereby authorized and directed to attest and affix the seal of the City to, the final form of the Lease Agreement.. SECTION 3. Issuance and Sale of Bonds by Board. The City Council hereby approves the issuance of the Bonds by the Board in the aggregate principal amount of not to exceed $7,500,000 for the purpose of providing funds to acquire the Properties from the City under the Acquisition Agreement, and thereby provide funds to enable the City to finance its various municipal projects. The City Council hereby approves the competitive sale of the Bonds by the Board in accordance with the resolution of the governing body of the Board relating thereto.. SECTION 4. Official Statement. The City Council hereby approves, and hereby authorizes the Director of Finance to deem nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934, the preliminary Official Statement describing the Bonds in substantially the form submitted by the Financial Adviser and on file with the City Clerk. Distribution of the preliminary Official Statement by the Financial Adviser to prospective bidders is hereby approved. The City Council hereby authorizes the distribution of the final Official Statement by the winning bidder.. SECTION 5. Official Actions. The City Administrative Officer, the Director of Finance, the City Clerk and all other officers of the City are each authorized and directed in the name and on behalf of the City to make any and all site leases, assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the agreements and documents approved Pursuant to this Ordinance. Whenever in this Ordinance any officer of the City is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case of such officer shall be absent or unavailable.. SECTION 6. Effective Date. This Ordinance shall become effective thirty(30) days from and after the date of its final passage. This Ordinance shall be subject to referendum pursuant to and as provided in Section 54241 of the Government Code of the State of California and the laws of the State of California. The City Clerk shall certify to the adoption of this Ordinance, and shall cause this Ordinance to be published as required by Section 602 of the City Charter.. � �3 K LJ On motion of Council Member Smith, seconded by Council Member Williams, and on the following roll call vote:.. AYES: Council Member Smith, Williams, Roalman, Romero, Mayor Settle.. NOES: None.. ABSENT: None.. INTRODUCED AND PASS TO PRINT by the Council of the City of San Luis Obispo at its meeting on the 16th of April 1996.. CITY OF SAN LUIS OBISPO.. Kim Condon.. Assistant City Clerk.. N RESOLUTION NO. 8300 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN LUIS OBISPO APPROVING THE ISSUANCE OF REFUNDING BONDS BY THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD FOR THE PURPOSE OF REFINANCING 1986 LEASE REVENUE BONDS, AUTHORIZING THE AMENDMENT AND RESTATEMENT OF 1986 LEASE AND APPROVING RELATED DOCUMENTS AND OFFICIAL ACTIONS WHEREAS, the City of San Luis Obispo (the "City") has previously financed the acquisition and construction of various public improvements consisting generally of city hall improvements, a police station and public parking facilities (collectively, the "Projects") with the assistance of the City of San Luis Obispo Capital Improvement Board (the "Board") pursuant to a Lease Agreement dated as of June 15; 1986 (the "1986 Lease Agreement") under which the Board has leased the Projects to the City; and WHEREAS, funds for the acquisition and construction of the Projects have been provided by the Board through the issuance of its $13,970,000 aggregate principal amount of Lease Revenue Bonds (Capital Improvement Projects), Series 1986 (the "1986 Bonds"); and WHEREAS, in order to take advantage of current prevailing interest rates and thereby- realize substantial savings, the City has requested the Board at this time to undertake and complete proceedings for the refinancing of the 1986 Lease Agreement and the 1986 Bonds, and to that end the City and the Board have proposed to amend and restate the 1986 Lease and and the Board has proposed to issue its 1994 Reftulding Lease Revenue Bonds in the principal amount of not to exceed $12,750,000 (the "Bonds" are secured byrentalpayments made by the City under the amended ) Wh1Ch ended and restated 1986 Lease WHEREAS, the firm of Evensen DInc., as fin Authority (the "Financial Adviser °dge, I on a negotiated basis; and !• has recommended financial ieadviser to the that Authority City and the WHEREAS, un the y sell the Bonds transactions and all do City Co curnents relating thlshes eto at this time to approve such f' Obispo sOf ' THEREFORows:E, BE IT mancing RESOLVED by the City Council of the SECTION 1. A the Bonds b �r0�'al of R� a City of Sa„ LAS y the Board nye City Co the purpose of p in the aggregate ozznt 6f refund these roviding funds to advance rem l anlo hereby aPProves gations of the d the 986 Bonds not to ice City under the 1986 L $12,7$0 poo °t ease. 'and thereby advance R-8300 SECTION 2. Approval of Related Financing Agreements. The City Council hereby approves each of the following agreements required to implement the financing plan to be accomplished by the Bonds, in substantially the respective forms on file with the City Clerk together with any changes therein or additions thereto deemed advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The City Administrative Officer is hereby authorized and directed for and in the name and on behalf of the City to execute, and the City Clerk is hereby authorized and directed to attest and affix the seal of the City to, the final form of each such agreement: (a) First Amended and Restated Lease Agreement by and.between the Board as lessor and the City as lessee, relating to the amendment and restatement of the 1986 Lease Agreement; and (b) Escrow Deposit and Trust Agreement by and among the Board, the City and Bank of America National Trust and Savings Association, as trustee for the 1986 Bonds, relating to the establishment of an irrevocable escrow for the advance refunding of the 1986 Bonds and the 1986 Lease Agreement. SECTION 3. Sale of Bonds. The City Council hereby approves the negotiated sale of the Bonds by the Board to an underwriting or investment banking firm to be selected by the Executive Director of the Board upon the advice. of the Financial Adviser (the "Underwriter"). The Bonds shall be sold in accordance with the resolution of the governing body of the Board relating thereto. SECTION 4. Official Statement. The City Council hereby approves, and hereby authorizes the Director of Finance to deem nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934, the preliminary Official Statement describing the Bonds in substantially the form submitted by the Financial Adviser and on file with the City Clerk. Distribution of the preliminary Official Statement by the Underwriter to prospective purchasers of the Bonds is hereby approved. The City Council hereby authorizes the distribution of the final Official Statement by the Underwriter. SECTION 5. Official Actions. The City Administrative. Officer, the Director of Finance, the City Clerk and all other officers of the City are each authorized and directed in the name and on behalf of the City to make any and all site leases, assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the agreements and documents approved pursuant to this Resolution. Whenever in this resolution any officer of the City is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable. SECTION 6. Effective Date. This resolution shall take effect from and after the date of approval and adoption thereof. -2- • J s On motion of Romero seconded by Rappa _ and on the following roll call vote: AYES: Council Members Romero, Rappa, ?coalman and Settle NOES: None ABSENT: Mayor Pinard the foregoing Resolution was passed and adopted this 7th day of June, 1994. Mayor Psi Pinard ATTEST: '--Na/m ia�wu�' V Clerk biane. Gladwell APPROVED• • f &I RESOLUTION NO. 8303 RESOLUTION OF THE BOARD OF DIRECTORS OF THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD AUTHORIZING THE ISSUANCE AND SALE OF REFUNDING BONDS FOR THE PURPOSE OF REFINANCING 1986 LEASE REVENUE BONDS, AUTHORIZING THE AMENDMENT AND RESTATEMENT OF 1986 LEASE WITH THE CITY OF SAN LUIS OBISPO, AND APPROVING RELATED DOCUMENTS AND OFFICIAL ACTIONS WHEREAS, the City Council of the City of San Luis Obispo (the. "City") has previously adopted its Ordinance No. 1059 (1986 Series) on April 15, 1986 (the "Ordinance"), establishing the City of San Luis Obispo Capital Improvement Board (the "Board") for the purpose of assisting the City in the financing of public improvements; and WHEREAS, in furtherance of its public purposes, the Board has previously financed the acquisition and construction of various public improvements consisting generally of city hall improvements, a police station and public parking, facilities (collectively, the "Projects") pursuant to a Lease Agreement dated as of June 15, 1986 (the `:1986 Lease Agreement") under which the Board has leased the Projects to the City; and WHEREAS, funds for the acquisition and construction of the Projects have been provided by the Board through the issuance of its $13,970,000 aggregate principal amount of Lease Revenue Bonds (Capital Improvement Projects), Series 1986 (the "1986 Bonds"); and WHEREAS, in order to take advantage of current prevailing interest rates and thereby realize substantial savings, the City has requested the Board at this time to undertake and complete proceedings for the refinancing of the 1986 Lease Agreement and the 1986 Bonds, and to that end the City and the Board have proposed to amend and restate the 1986 Lease Agreement and the Board has proposed to issue its 1994 Refunding Lease Revenue Bonds in the principal amount of not to exceed $12,750,000 (the 'Bonds") which are secured by rental payments made by the City under the amended and restated 1986 Lease Agreement; and WHEREAS, the firm of Evensen Dodge, Inc., as financial adviser to the City and the Board (the "Financial Adviser"), has recommended that the Board sell the Bonds on a negotiated basis; and WHEREAS, the Board of Directors wishes at this time to approve such financing transactions and all documents relating thereto; NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the City of San Luis Obispo Capital Improvement Board as follows: R-8303 9 SECTION 1. Issuance of Bonds; Approval of Indenture. The Board of Directors hereby authorizes the issuance of the Bonds under and pursuant to Ordinance in the maximum principal amount of $12,750,000. The Bonds shall be issued pursuant to the terms and provisions of the Indenture of Trust by and between the Board and Bank of America National Trust and Savings Association, as trustee (the "Trustee"), which the Board hereby approves in substantially the form on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the President. The Board of Directors hereby authorizes and directs the Executive Director to execute, and the Secretary to attest and affix the seal.of the Board to, said form of the Indenture for and in the name of the Board. The Board of Directors hereby authorizes the delivery and performance of the Indenture. SECTION 2. Approval of Related Financing Agreements. The Board of Directors hereby approves each of the following agreements required to implement the financing plans to be accomplished by the Bonds, in substantially the respective forms on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The Executive Director is hereby authorized and directed for and in the name and on behalf of the Board to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Board to, the final form of each such agreement: (a) First Amended and Restated Lease Agreement by and between the Board as lessor and the City as lessee, relating to the amendment and restatement of the 1986 Lease Agreement; (b) Assignment Agreement by and between the Board and the Trustee, whereby the Board assigns certain of its rights under the First Amended and Restated Lease Agreement to the Trustee for the benefit of the Bond owners; and (c) Escrow Deposit and Trust Agreement by and among the Board, the City and the Trustee, relating to the establishment of an irrevocable escrow for the advance refunding of the 1986 Bonds and the 1986 Lease Agreement. SECTION 3. Sale of Bonds. The Board of Directors hereby approves the negotiated sale of the Bonds to an underwriting or investment banking firm to be selected by the Chief Financial Officer upon the advice of the Financial Adviser (the "Underwriter'), pursuant to the Bond Purchase Contract in substantially the form on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. The Executive Director is hereby authorized and directed for and in the name and on behalf of the Board to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Board to, the final form of the Bond Purchase Contract. The purchase price to be paid for the Bonds by the Underwriter shall be at least ninety-seven percent (97%) of the par value thereof, and the net effective rate of interest borne by the Bonds shall not exceed seven percent (7%) per annum. The authorization granted in this Section 3 to award the sale of the Bonds to the Underwriter shall expire on October 1, 1994, -2- provided that if the Bond Purchase Contract has been executed prior to such date, the closing of the Bonds may take place after such date. SECTION 4. Official Statement. The Board of Directors hereby approves the preliminary Official Statement describing the Bonds in substantially the form submitted by the Financial Adviser and on file with the Secretary. The Chief Financial Officer is hereby authorized and directed to approve any changes in or additions to said preliminary Official Statement and to execute an appropriate certificate stating the Chief Financial Officer's determination that the preliminary Official Statement (together with any changes therein or additions thereto) has been deemed nearly final within the meaning of Rule 15 c2-12 of the Securities Exchange Act of 1934. Distribution of the preliminary Official Statement by the Underwriter to prospective purchasers of the Bonds is hereby approved. The Chief Financial Officer is hereby authorized and directed to approve any changes in or additions to a final form of said Official Statement, and the execution thereof by the Chief Financial Officer shall be conclusive evidence of approval of any such changes and additions. The Board of Directors hereby authorizes the distribution of the final Official Statement by the Underwriter. The final Official Statement shall be executed in the name and on behalf of the Board by the Chief Financial Officer. SECTION 5. Engagement of Professional Services. Evensen Dodge, Inc. is hereby retained as Financial Adviser to the Board, and the firm of Jones Hall Hill & White, A Professional Lav Corporation, is hereby retained as bond counsel to the Board, in connection with the issuance and sale of the Bonds. The Chief Financial Officer is hereby authorized and directed on behalf of the Board to execute ail agreement with each of said firms, in the respective forms on file with the Chief Financial Officer. SECTION 6. Official Actions. The Executive Director, the Chief Financial Officer, the Secretary, the Board Attorney and all other officers of the Board are each authorized and directed in the name and on behalf of the Board to make any and all site leases, assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the agreements and documents approved pursuant to this Resolution. Whenever in this resolution any officer of the Board is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable:. -3- SECTION 7. Effective Date. This Resolution shall take effect immediately upon its passage and adoption. AYES: Council Members Romero, Rappa, Roalman and Settle NOES: None ABSENT: Mayor Pinard Mayor Peg Pinard c Sect Diane R. Gladwell --4- ' O • I hereby certify that the foregoing Resolution was passed and adopted by the Board of Directors of the City of San Luis Obispo Capital Improvement Board at a regular meeting thereof duly held on the 7th day of June, 1994, by a majority vote of all of its members. -5- On motion of Romero seconded by _ Rappa and on the following roll call vote: AYES: Council Members Romero, Rappa, Roalman and Settle INTOES: None ABSENT: Mayor Pinard the foregoing Resolution was passed and adopted thus 7th day of June, 1994. President Peg linard ATTEST: $ cr ary Diane R. Vadwell M 29026-11 IHEiw:CPAjej • I1/08/90 11/0'7/90 RESOLUTION NO. 6901 RESOLUTION OF THE BOARD OF DIRECTORS OF THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD APPROVING THE PURCHASE OF MUNICIPAL LAND AND IMPROVEMENTS FROM THE CITY OF SAN LUIS OBISPO AND THE LEASE OF SUCH IMPROVEMENTS BACK TO THE CITY, APPROVING RELATED AGREEMENTS, OFFICIAL STATEMENT AND COMPETITIVE SALE OF NOT TO EXCEED $4,500,000 CERTIFICATES OF PARTICIPATION WHEREAS, the City of San Luis Obispo (the "City") is currently proceeding to finance the costs of various municipal improvements, consisting of the acquisition of land for open space purposes, the acquisition of land to be used as the site of a fire station, and the renovation and rehabilitation of the recreation center of the City (the "Project"); and WHEREAS, the City of San Luis Obispo Capital Improvement Board (the 'Board") has been formed for the purpose of assisting the City in'financirig the acquisition, construction and improvement of property which is of benefit to the City; and WHEREAS, to accomplish such financing of the Project, the City has proposed to sell such recreation center facilities (the "Facilities") to the Board pursuant to the Acquisition Agreement dated as of December 1, 1990, (the "Acquisition Agreement") and to lease the Facilities and such fire station site from the Board pursuant to the Lease Agreement dated as of December 1, 1990 (the "Lease Agreement"); and WHEREAS, for the purpose of obtaining the moneys required to finance the acquisition of the Facilities under the Acquisition Agreement, the Board proposes to assign and transfer certain of its rights under the Lease Agreement to a trustee bank (the 'Trustee") pursuant to that certain Assignment Agreement dated as of December 1, 1990, (the "Assignment Agreement") by and between the Board and the Trustee; and WHEREAS, in consideration of such assignment and the execution of that certain Trust Agreement dated as of December 1, 1990, (the 'Trust Agreement") by and among the Board, the City and the Trustee, the Trustee will execute and deliver Certificates of Participation in the principal amount of not to exceed $4,500,000 (the "Certificates of Participation"), each evidencing an undivided fractional interest in the Lease Payments made by the City under the Lease Agreement; and WHEREAS, the City and the Board have determined to sell the Certificates of Participation at competitive sale, and the firm of Evensen Dodge, Inc. (the "Financial Adviser") is assisting the City and the Board in such sale of the Certificates of Participation and has caused to be prepared an Official Statement describing the Certificates of Participation, to be used in connection with such sale; and WHEREAS, the Board of Directors approves of said transactions as being in the public interests of the Board; NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the City of San Luis Obispo Capital Improvement Board as follows: u 6901 SECTION 1. Purchase of Facilities; Approval of Acquisition Agreement. The Board of Directors hereby approves the purchase of the Facilities by the Board from the City pursuant to, and subject to the terms and conditions of, the Acquisition Agreement in substantially the form on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Executive Director. The Board hereby authorizes and directs the President to execute, and the Secretary to attest and affix the seal of the Board to, said form of the Acquisition Agreement for and in the name of the Board. SECTION 2. Lease of Facilities and Fire Station Site; Approval of Lease Agreement. The Board of Directors hereby approves the lease of the Facilities and fire station site by the Board to the City pursuant to, and subject to the terms and conditions of, the Lease Agreement in substantially the form on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Executive Director. The Board of Directors hereby authorizes and directs the President to execute, and the Secretary to attest and affix the seal of the Board to, said form of the Lease Agreement for and in the name of the Board. The schedule of lease payments set forth in the Lease Agreement shall conform to the schedule of principal and interest payments represented by the Certificates of Participation as determined pursuant to Section 5 hereof. SECTION 3. Approval of Assignment Agreement. The Board of Directors hereby approves the Assignment Agreement in substantially the form on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director. The Board of Directors hereby authorizes and directs the President to execute, and the Secretary to attest and affix the seal of the Board to, said form of the Assignment Agreement for and in the name of the Board. SECTION 4. Approval of Trust Agreement. The Board of Directors hereby approves the Trust Agreement in substantially the form on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director. The Board of Directors hereby authorizes and directs the President to execute, and the Secretary to attest and affix the seal of the Board to, said form of the Trust Agreement for and in the name of the Board. SECTION 5. Sale of Certificates of Participation. The Board of Directors hereby approves the competitive sale of the Certificates of Participation, and hereby calls for the receipt of bids on the Certificates of Participation on Thursday, December 13, 1990, at the hour of 10:00 a.m. in the office of Jones Hall Hill & White at Four Embarcadero Center, Suite 1950, San Francisco, California. The Chief Financial Officer is hereby authorized and directed for and in the name and on behalf of the Board to accept the bid of the best responsible bidder; provided that the purchase price to be paid for the Certificates of Participation shall be at least ninety-eight percent (98%) of the par value thereof, and the weighted average rate of interest represented by the Certificates of Participation shall not exceed eight and three-quarters percent (8-3l4%) per annum. The Certificates of Participation shall be sold pursuant to and in accordance with the provisions of the Official Notice of Sale in substantially the form on file with the Secretary, which is hereby approved as the official notice of sale of the Certificates of Participation. SECTION 6. Official Statement. The Board hereby approves, and hereby deems nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934, the preliminary Official Statement describing the Certificates in the form submitted by the Financial Adviser and on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Chief Financial Officer, whose execution thereof shall be conclusive evidence of his approval of any such changes or additions. The Board hereby approves and authorizes the distribution by the Financial Adviser and by the purchaser of the Certificates of Participation of said Official Statement to prospective purchasers of the Certificates of Participation. The Chief Financial Officer is hereby authorized to execute an appropriate certificate IN stating the Board's determination that the Preliminary Official Statement has been deemed nearly final within the meaning of such Rule. The Chief Financial Officer is further hereby authorized and directed to approve any changes in or additions to the final form of such Official Statement as the Chief Financial Officer shall deem advisable, and to execute said final Official Statement for and in the name and on behalf of the Board SECTION 7. Official Actions. The Executive Director, the Chief Financial Officer, the Secretary, the Board Attorney and all other officers and representatives of the Board are each authorized and directed in the name and on behalf of the Board to make any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the documents approved pursuant to this Resolution. SECTION S. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. Boardmember Boardmember On motion of Roalman seconded by Rappa PASSED AND ADOPTED this 20th day of November, 1990, by the following vote: AYES: Boardmembers Roalman, Rappa, Pinard, Reiss, and President Dunin NOES: None ABSENT: None President Ron Dunin APPROVED: By: Kim Condon, Acting Secretary Executive Director -3- SUMMARY OF PROPOSk.D PkOJECT FINANCING Achment.A ■ Policy Links Implements Various Elements of - 1987 -89 Financial Plan 1989-91 Financial Plan Council Work Program Facilities Master Plan Comprehensive Financial Managment Plan: 1989-2000 Recent Council Actions: Approval of Fire Station Site Acquisition (11/7/90) Approval of Recreation Center Rehabilitation (4/10/90) ■ Issue Size $4,500,000 ■ Anticipated Net Proceeds After Debt Service Reserve Requirements and Issuance Costs: $3,925,000 ■ Project Cost Summary Fire Station No. 1 Site Acquisition 2,640,000 Recreation Center Rehabilitation (General Fund Share) 340,000 Open Space and Parkland Acquisition 900.000 Total Estimated Project Costs $39880,000 ■ Type of Debt Instrument Certificates of Participation ■ Issued Through San Luis Obispo Capital Improvement Board* ■ Maturity Period 20 years ■ Estimated Interest Rate 7.0% to 7.5% ■ Estimated Net Annual Debt Service $375,000 ■ Source of Funding Annual appropriation from the General Fund for lease payments •x Schedule of Key Events Council Approval of the , Financing November 20, 1990 Rating Agency Presentation December 3, 1990 Underwriter Bid Closing December 13, 1990 Receipt of Proceeds December 27, 1990 ' Public facilities financing corporation established on April 15, 1986; the City Council serves as its Board of Directors. PF/2PRPFINA.YPF SENT BY: ;11— 8-90 ; 14:54 EVENSEN DODGED 805 549 7109;ii 2 CITY of SAN W18 OBIWO, CALIFORNIA 54,480,000 CERTIFICATES OF PARTICIPATION / PRELIMINARY Iong SIZING (11/8/90) AttechmenL!�, ••*a.e.saz a*ewaaaam..m..m.****ae :. ,, 80URC18 ANO UBES OF FUNDS i.. DELIVERY DATE& 12/ 1/90 sources of Funds Par Amount of Bonds ................... 54,480,000.00 +Prwiva /-Discou+t................... 80.00 Bond Proceeds ........................................... 4,680,000.00 ................... 54,480,000.00 Woe of Funds Fire Station Mo.1 Oft* Acquaaftfon...................... 2."0,000.00 Underrrfter$ Discount (% or S) .......... ( 2.00 oon)... 89,600.00 Cost of Issuance ......................................... 100,000.00 Rae Center Rebabititation (G.F. Share) ................. 340,000.00 Open Spec* and Parkland Aoquieftfan ..................... 900,000.00 Debt Service Reserve .................................... 606,377.50 Cant fn0eney............................................. 6,022.50 54,680,000.00 Prepared by Everdm Dodo*, Ins. RUNDATE& 11.08.1990 0 1401M FILEMAME: OLD KEY& 90 SENT BY: ;11— 1 0-90 ; 14:55 EVENSEN DODGJ, 805 549 7109;4 3 CITY OF SAN LUIS OBISPO, CALIFORNIA 54,480,000 CERTIFICATES OF PARTICIPATION PRELIMINARY ISSUE'SI2IN0 (11/8/90) Attachment Z. . asasaaMa�m��eo DEBT SERVICE SCHEDULE �CtGONo DATE PRINCIPAL COUPON INTEREST PERIOD TOTAL FISCAL TOTAL ........ .................................................... .............. 6/ 1/91 255,000.00 5.930000 149,321.25 404,321.25 404,321.25 12/ 1/91 141,735.00 141,735.00 6/ 1/92 120,000.00 6.000000 141,715.00 261,735.00 403,470.00 12/ 1/92 138,135.00 138,135.00 6/ 1/93 130,000.00 6.050000 138,135.00 268,135.00 406,270.00 12/ 1/93 134,202.50 134,202.50 6/ 1/94 135,000.00 6.100000 134,202.50 269,202.50 403,405.00 12/ 1/94 130,085.Do 130,085.00 6/ 1/95 145,000.00 6.150000 130,085.00 275,085.00 405,170.00 12/ 1/95 125,626.25 125,626.25 6/ 1/% 150,000.00 6.200000 125,626.25 273,626.25 401,252.50 12/ 1/96 120,976.25 120,976.25 6/1/97 160,000.00 6.250000 120,976.25 280,976.25 401,952.50 12/ 1/97 115,976.25 115,976.25 6/ 1/98 170,000.00 6.350000 115,976.25 285,976.25 401,952.50 12/ 1/98 1104578.75 110,578.75 6/ 1/99 185,000.00 6.400000 110,578.75 295,578.75 406,157.50 12/ 1/99 106,638.75 104,658.75 6/ 1/ 0 195,000.00 6.500000 1041658,75 299+658.75 404,317.50 12/ 1/ 0 98,321.25 98,321.25 6/ 1/ 1 205,000.00 6.600000 98,321.25 303,321.25 401,662.50 12/ 1/ 1 91,556.25 91,556.25 6/ 1/ 2 220,000.00 6.700000 911556.25 311,556.25 403,112.50 12/ 1/ 2 84,186.25 84,186.25 6/ 1/ 3 235,000.00 6.800000 84,186.23 319,186.25 403,372.50 12/ 1/ 3 76,196.25 76,196.25 6/ 1/ 4 250,000.00 6.900000 76,196.25 326,196.25 402,392.50 12/ 1/ 4 670571.25 67,571.25 6/ 1/ 5 270,000.00 6.950000 67,571.25 337,571.25 405,142.50 12/ 1/ 5 58,188.73 58,188.75 6/ 1/ 6 12/ 1/ 6 290,000.00 7.000000 56,188.75 348,188.75 406,377.50 48,038.75 481038.73 6/ 1/ 1 310,000.00 7.000000 48,038.75 358,038.75 406,077.50 12/ 1/ 7 37,188.75 37,188.75 6/ 1/ 8 330,000.00 7.050000 37 ,188,75 367,188.75 404,377.50 12/ 1/ 8 25,556.25 25,556.25 6/ 1/ 9 3500000.00 7.050000 25,556.21 375,556.25 401,112.50 12/ 1/ 9 13,218.75 13,218.75 6/ 1/10 .............. 375,000.00 7.050000 ............................ 13,218.75 388,218.75 401,437.50 48 4,0,000.00 3,593,313.75 8,073,313.75 ACCRUED 4,380,000.00 3,593,313.75 8,071,313.75 e=asr--=Msao ao Mmw .w "Em"58=32 _ Prepared by Evmasn Dedgs, Inc. RUNDATE: 11-08-1990 0 140102 FILENAME: SLO KEY: 90 SENT BY: ;117-8-90 + 14:55 EVENSEN DOD 805 549 7109;ii 4 CITY OF SAN WE OBISPO, CALIFORNIA 36,480,600 CERTIFICATES OF PARTICIPATION PRELIMINARY ISSUE SIZING DEBT SERVICE SCHEDULE Atachment vmmsmoewweeeee Dated 12/ 1/90 with Dsliwry of 12/ 1/90 Bond Yeare 52,405.000 Average Coupon 6.856815 Average Life 11.69750 M I C It 7.027791 % Usirs 98.0000000 T I C % 7.094718 % From Dated Date Prepared by Evensen 0000, Inc. RUNDATE: 11.08.1990 B 14:11114 FILENAME& SLO KEY: 90 4 SENT BY: ;11 8-90 ; 14:55 ; EVENSEN D00ji 805 549 71094 5 • CITY OF UK LUIS OBISPO, CALIFORNIA 54,480,000 CERTIFICATES OF PARTICIPATION PRELIMINARY IBBUE 8tIIN0 (11/8/90) q�chment �aeatawa®au®om■ema NET OUT SERVICE REOIIRENENTB m�mY�mYmo�msam DELIVERY DATE: 12/ 1/90 PERIOD ENDING TOTAL CONSTR. FUND DEBT SVC. RES. PRINCIPAL COUPON INTEREST DEBT SERVICE EARNINGS • CAP. INT. -255,000.00 ••5.930000. .149,321.25 NET SURPLUS FUNDS DEBT SERVICE REMAINING 110,578.75 110,578.75 110,578.75 295,578.75 14,324.81 14,324.81 12/ 1/99 6/ 1/ 0 ••••404,321.25 ••..• .• ••. 14,324.81 -389,996.44 .............. 121 1/91 6/ 1/92 120,000.00 6.000000 141,735.00 141,735.00 141,7!5.00 241,735.00 14,324.81 14,324.81 127,410.19 247,410.19 12/ 1/92 6/ 1/93 130,000.00 6.050000 136,135.00 138,135.00 138,135.00 246,134.00 14,326.81 14,324.81 123,810.19 253,810.19 12/ 1/93 6/ 1/94 135,000.00 6.100000 134,202.50 134,202.50 134,202.50 269,202.50 14,324.81 14,324.81 119,877.69 254,877.69 12/ 1/96 6.800000 84,186.25 84,186.25 130,085.00 130,085.00 14,324.81 115,760.19 6/ 1195 12/ 1/95 145,000.00 6.150000 130,085.00 275,085,00 14,37+4.81 260,760.19 67,571.5 67,571.25 67,571.25 337,571.25 14,324.81 14,324.81 125,626.25 125,626.25 14,324.81 111,301.44 6/ 1/96 12/ 1/96 150,000.00 6.200000 125,626.25 275,626.25 14,324.81 261,301.44 61 1/97 160,000.00 6.250000 120,976.25 120,976.25 120,976.25 280,976.25 16,324.81 14,324.81 106,651.44 266,651.44 12/ 1197 6/ 1/98 1701000.00 6.350000 115,976.25 115,976.5 115,976.5 285,976.25 14,324.81 14,324.81 101,651.44 271,651.44 12/ 1/98 6/ 1/99 185,000.00 6.400000 110,578.75 110,578.75 110,578.75 295,578.75 14,324.81 14,324.81 12/ 1/99 6/ 1/ 0 195,000.00 6.500000 106,658.75 104,658.75 104,658.75 299,658.75 14,324.81 14,324.81 121 1/ 0 14,324.81 14,324.81 22,863.94 352,863.94 98,321.5 98,321.5 14,326.81 6/ 1/ 1 12/ 1/ 1 205,000.00 6.600000 98,321.5 303,321.25 14,324.81 6/ 1/ 2 220,000.00 6.700000 91,556.25 91,554.25 91,556.25 311,556.25 14,324.81 14;324.81 121 1/ 2 6/ 1/ 3 235,000.00 6.800000 84,186.25 84,186.25 84,186.5 319,186.25 14,324.81 14,324.81 12/ 1/ 3 6/ 1/ 4 250,000.00 6.900000 76,196.5 76,196.25 76,196.5 326,196.25 14,324.81 14,324.81 12/ 1/ 4 6/ 1/ 5 270,000.00 6.950000 67,571.5 67,571.25 67,571.25 337,571.25 14,324.81 14,324.81 12/ 1/ 5 58,188.75 58,188.75 14,324.81 6/ 1/ 6 290,000.00 12/ 1/ 6 6/ 1/ 7 310,000.00 12/ 1/ 7 6/ 1/ 8 330,000.00 12/ 1/ 8 6/ 1/ 9 3500000.00 12/ 1/ 9 6/ 1/10 375,000.00 .............. 4,480,000.00 mOm�mlL� 96,253.94 281,253.94 90,333.94 285,333.94 83,996.44 288,996.44 77,231.44 297,231.44 69,861.44 304,861.44 61,871.44 311,871.44 53,266.44 323,246.44 43,863.94 7.000000 581188.75 348,188.75 14,324.81 333,863.94 7.000000 48.038.75 481038.75 48,038.75 338,038.75 14,324.81 14,324.81 33,713.94 343,713.94 7.050000 37,188.75 37,188.75 37,188.75 367,188.75 14,324.81 14,324.81 22,863.94 352,863.94 7.050000 25,556.5 5,556.25 258556.8 375,556.25 14,324.81 14,324.81 11,231.44 361,231.44 13,218.75 13,218.75 14,324.81 7.050000 13,218.75 388,218.73 420,702.31 ............. ...... ................... .............. .............. 3,593,313.75 8,07!,313.75 963,045.09 7,141,858.28 =--==MSEVAR0 ME®OHmmO OOQ000miY�� ���m4�m�t PrePaPed by Evensen Date, Inc. RUIIDATEI 11.08.1990 A 14111t23 FILENAME; SLO KEY; 90 1,106.06 33,569.62 1 2902611 JHHW:CFA;A 11/14190 RESOLUTION NO. 6900 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN LUIS OBISPO APPROVING THE SALE OF MUNICIPAL LAND AND IMPROVEMENTS TO THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD AND THE LEASE OF SUCH LAND IMPROVEMENTS BACK FROM SUCH BOARD, APPROVING RELATED AGREEMENTS, OFFICIAL STATEMENT AND COMPETITIVE SALE OF NOT TO EXCEED $4;500,000 CERTIFICATES OF PARTICIPATION WHEREAS, the City of San Luis Obispo (the "City") is currently proceeding to finance the costs of various municipal improvements, consisting of the acquisition of land for open space purposes, the acquisition of land to be used as the site of a fire station, and the renovation and rehabilitation of the recreation center of the City (the "Project"); and WHEREAS, the City of San Luis Obispo Capital Improvement Board (the "Board") has been formed for the purpose of assisting the City in financing the acquisition, construction and improvement of property which is of benefit to the City; and WHEREAS, to accomplish such financing of the Project, the City has proposed to sell such recreation center facilities (the "Facilities") to the Board pursuant to the Acquisition Agreement dated as of December 1, 1990, (the "Acquisition Agreement") and to lease the Facilities and such fire station site from the Board pursuant to the Lease Agreement dated as of December 1, 1990 (the "Lease Agreement"); and WHEREAS, for the purpose of obtaining the moneys required to finance the acquisition of the Facilities under the Acquisition Agreement, the Board proposes to assign and transfer certain of its rights under the Lease Agreement to a trustee bank (the "Trustee") pursuant to that certain andlgnment Agreement dated as of December 1, 1990, by and between the Board and the Trustee; WHEREAS, in consideration of such assignment and the execution of that certain Trust Agreement dated as of December 1, 1990, (the 'Trust Agreement") by and among the Board, the City and the Trustee, the Trustee will execute and deliver Certificates of Participation in the principal amount of not to exceed $4,500,000 (the "Certificates of Participation"), each evidencing an undivided fractional interest in the Lease Payments made by the City under the Lease Agreement; and WHEREAS, the City and the Board have determined to sell the Certificates of Participation at competitive sale, and the firm of Evensen Dodge, Inc. (the "Financial Adviser") is assisting the City and the Board in such sale of the Certificates of Participation and has caused to be prepared an Official Statement describing the Certificates of Participation, to be used in connection with such sale; and WHEREAS, the City Council approves of said transactions as being in the public interests of the City; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of San Luis Obispo as follows: SECTION 1. Sale of Facilities; Approval of Acquisition Agreement. The City Council hereby approves the sale of the Facilities by the City to the Board pursuant to, and subject to the terms and conditions of, the Acquisition Agreement in substantially the form on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of his approval of such changes and additions. The Board hereby authorizes and directs the City Administrative Officer to execute, and the City Clerk to attest and affix the seal of the City to, said form of the Acquisition Agreement for and in the name of the City. SECTION 2. Lease of Facilities and Fire Station Site; Approval of Lease Agreement. The City Council hereby approves the lease of the Facilities and fire station site by the City from the Board pursuant to, and subject to the terms and conditions of, the Lease Agreement in substantially the form on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of his approval of such changes and additions. The City Council hereby authorizes and directs the City Administrative Officer to execute, and the City Clerk to attest and affix the seal of the City to, said form of the Lease Agreement for and in the name of the City. The schedule of lease payments set forth in the Lease Agreement shall conform to the schedule of principal and interest payments represented by the Certificates of Participation as determined pursuant to Section 4 hereof. SECTION 3. Approval of Trust Agreement. The City Council hereby approves the Trust Agreement in substantially the form on file with the City Clerk together with any changes therein or additions thereto deemed advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of his approval of such changes and additions. The City Council hereby authorizes and directs the City Administrative Officer to execute, and the City Clerk to attest and affix the seal of the City to, said form of the Trust Agreement for and in the name of the City. SECTION 4. Sale of Certificates of Participation. The City Council hereby approves the competitive sale of the Certificates of Participation, and hereby calls for the receipt of bids on the Certificates of Participation on Thursday, December 13, 1990, at the hour of 10:00 a.m. in the office of Jones Hall Hill & White at Four Embarcadero Center, Suite 1950, San Francisco, California. The Director of Finance is hereby authorized and directed for and in the name and on behalf of the City to accept the bid of the best responsible bidder, provided that the purchase price to be paid for the Certificates of Participation shall be at least ninety-eight percent (98%) of the par value thereof, and the weighted average rate of interest represented by the Certificates of Participation shall not exceed eight and three-quarters percent (8-3/4%) per annum. The Certificates of Participation shall be sold pursuant to and in accordance with the provisions of the Official Notice of Sale in substantially the form on file with the City Clerk, which is hereby approved as the official notice of sale of the Certificates of Participation. SECTION 5. Publication of Notice of Intention. In accordance with the requirements of Section 53692 of the California Government Code, the Director of Finance is hereby authorized and directed to execute, and Jones Hall Hill & White, A Professional Law Corporation, as bond counsel to the City, is hereby authorized and directed to cause to be published, the Notice of Intention to Sell Certificates of Participation in substantially the form on file with the City Clerk. Such publication shall be made once no later than November 28, 1990, in a financial journal published in the State of California. SECTION 6. Official Statement. The City Council hereby approves, and hereby deems nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934, the preliminary Official Statement describing the Certificates in the form submitted by the Financial Adviser and on file with the City Clerk, together with any changes therein or additions thereto -2- deemed advisable by the Director of Finance, whose execution thereof shall be conclusive evidence of his approval of any such changes or additions. The City Council hereby approves and authorizes the distribution by the Financial Adviser and by the purchaser of the Certificates of Participation of said Official Statement to prospective purchasers of the Certificates of Participation. The Director of Finance is hereby authorize to execute an appropriate certificate stating the City Council's determination that the Preliminary Official Statement has been deemed nearly final within the meaning of such Rule. The Director of Finance is further hereby authorized and directed to approve any changes in or additions to the final form of such Official Statement as the Director of Finance shall deem advisable, and to execute said final Official Statement for and in the name and on behalf of the City. SECTION 7. Official Actions. The City Administrative Officer, the Director of Finance, the City Clerk, the City Attorney and all other officers and representatives of the City are each authorized and directed in the name and on behalf of the City to make any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the documents approved pursuant to this Resolution. -3- SECTION 8. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. Councilman Councilwoman On motion of Roaiman , seconded by Rappa PASSED AND ADOPTED this 20th day of November, 1990, by the following vote: AYES: Councilmembers Roalman, Rappa, Pinard, Reiss, and Mayor Dunin NOES: None ABSENTNone ®^ • Ron.Dunia• Mayor By: Rim CNndm, Deputy 4 RESOLUTION NO. 6528 ( 1988 Series) A RESOLUTION OF THE BOARD OF DIRECTORS OF THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD APPROVING THE PURCHASE OF WATER ENTERPRISE IMPROVEMENTS FROM THE CITY OF SAN LUIS OBISPO AND THE LEASE OF SUCH IMPROVEMENTS BACK TO THE CITY, APPROVING RELATED AGREEMENTS, OFFICIAL STATEMENT, AND COMPETITIVE SALE OF $5,000,000 CERTIFICATES OF PARTICIPATION WHEREAS, the City of San Luis Obispo (the "City") is currently proceeding to finance the costs of various capital improvements with respect to the water enterprise of the City (the "Enterprise"); and WHEREAS, the City of San Luis Obispo Capital Improvement Board (the "Board") has been formed for the purpose of assisting the City in financing the acquisition, construction, and improvement of property which is of benefit to the City; and WHEREAS, to accomplish such financing the City has proposed to sell certain facilities of the Enterprise (the "Facilities") to the Board pursuant to the Acquisition Agreement dated as of December 1, 1988, (the "Acquisition Agreement") and to lease the Facilities back from the Board pursuant to the Lease Agreement dated as of December 1, 1988 (the "Lease Agreement"); and WHEREAS, for the purpose of obtaining the moneys..required to finance the acquisition of the Facilities under the Acquisition Agreement, the Board proposes to assign and transfer certain of its rights under the Lease Agreement to a trustee bank (the "Trustee") pursuant to that certain Assignment Agreement dated as of December 1, 1988, (the "Assignment Agreement") by and between the Board and the Trustee; and WHEREAS, in consideration of such assignment and the execution of that certain Trust Agreement dated as of December 1, 1988, (the "Trust Agreement") by and among the Board, the City, and the Trustee, the Trustee will execute and deliver Certificates of Participation in the principal amount of $5,000,000 (the "Certificates of Participation"), each evidencing an undivided fractional interest in the Lease Payments made by the City under the Lease Agreement; and WHEREAS, the City and the Board have determined to sell the Certificates of Participation at competitive sale, and the firm of Evensen Dodge, Inc. (the "Financial Adviser") is assisting the City and the Board in such sale of the Certificates of Participation and has caused to be prepared an Official Statement describing the Certificates of Participation, to be used in connection with such sale; and WHEREAS, the Board of Directors approves of said transactions as being in the public interests of the Board; R6528 NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the City of San Luis Obispo Capital Improvement Board as follows: SECTION 1. Purchase of Facilities: Approval of Acquisition Agreement. The Board of Directors hereby approves the purchase of the Facilities by the Board from the City pursuant to, and subject to the terms and conditions of, the Acquisition Agreement in substantially the form on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Executive Director, whose execution thereof shall be conclusive evidence of his approval of such changes and additions. The Board hereby authorizes and directs the Executive Director, and the Secretary to .attest and affix the seal of the Board to, said form of the Acquisition Agreement for and in the name of the Board. SECTION 2. Lease of Facilities• Approval of Lease Agreement The Board of Directors hereby approves the lease of the Facilities by the Board to the City pursuant to and subject to the terms and conditions of, the Lease Agreement in substantially the form on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Executive Director, whose execution thereof shall be conclusive evidence of his approval of such changes and additions. The Board of Directors hereby authorizes and directs the Executive Director to execute, and the Secretary to attest and affix the seal of the Board to, said form of the Lease Agreement for and in the name of the Board. The schedule of lease payments set forth in the Lease Agreement shall conform to the schedule of principal and interest payments represented by the Certificates of Participation as determined pursuant to Section 5 hereof. SECTION 3. Assignment Agreement. The Board of Directors hereby approves the Assignment Agreement in substantially the form on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director, whose execution thereof shall be conclusive evidence of his approval of such changes and additions. The Board of Directors hereby authorizes and directs the Executive Director to execute, and ,the Secretary to attest and affix the seal of the Board to, said form of the Assignment Agreement for and in the name of the Board. SECTION 4, Trust Agreement. The Board of Directors hereby approves the Trust Agreement in substantially the form on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director, whose execution thereof shall be conclusive evidence of his approval of such changes and additions. The Board of Directors hereby authorizes and directs the Executive Director to execute, and the Secretary to attest and affix the seal of the Board to, said form of the Trust Agreement -for and in the name of the Board. SECTION 5. Sale of Certificates of Participation, The Board of Directors hereby approves the competitive sale of the Certificates of Participation, and hereby calls for the receipt of bids on the Certificates of Participation on Tuesday, December 13, 1988, at the hour of 10:00 a.m. in the office of Jones -2- Hall Hill & White at Four Embarcadero Center, Suite 1950, San Francisco, California. The Chief Financial Officer is hereby authorized and directed for an in the name and on behalf of the Board to accept the bid of the best responsible bidder; provided that the purchase price to be paid for the Certificates of Participation shall be at least ninety-eight percent (98%) of the par value thereof, and the weighted average rate of interest represented by the Certificates of Participation shall not exceed eight and three-quarters percent (8-3/4%) per annum. The Certificates of Participation shall be sold pursuant to and in accordance with the provisions of the Official Notice of Sale in substantially the form on file with the Secretary, which is hereby approved as the official notice of sale of the Certificates of Participation. SECTION 6. Official Statement. The Board of Directors hereby approves the preliminary Official Statement describing the Certificates of Participation, in the form submitted by the Financial Adviser and on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Chief Financial Officer, whose execution thereof shall be conclusive evidence of his approval of any such changes or additions. The Board of Directors hereby approves and authorizes the distribution by the Financial Adviser and by the purchaser of the Certificates of Participation of said Official Statement to prospective purchasers of the Certificates of Participation. The Chief Financial Officer is hereby authorized and directed to approve any changes in or additions to the final form of such Official Statement as the Chief Financial Officer shall deem advisable, and to execute said final Official Statement for and in the name and on behalf of the Board. SECTION 7. Official Actions. The Executive Director, the Chief Financial Officer, the Secretary, the Board Attorney, and all other officers and representatives of the Board are each authorized and directed in the name and on behalf of the Board to make any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants, and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the documents approved pursuant to this Resolution. SECTION 8. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. On motion of Councilman Settle seconded by Coucilwoman Pinard and on the following roll call vote: AYES: Councilmembers Settle, Pinard, Rappa, Reiss and Mayor Dunin NOES: None ABSENT: None the foregoing Resolution was passed and adopted this 15th day of November, 1988. -3 o yor Ron Dunin ATTEST: City Cerk Pam Vo4s APPROVED: Executive D ector Board Att rney 15 Chief Financial Officer -4- RESOLUTION NO. —029 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN LUIS OBISPO APPROVING THE SALE OF WATER ENTERPRISE IMPROVEMENTS TO THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD AND THE LEASE OF SUCH IMPROVEMENTS BACK FROM SUCH BOARD, APPROVING RELATED AGREEMENTS, OFFICIAL STATEMENT, AND COMPETITIVE SALE OF $5,000,000.CERTIFICATES OF PARTICIPATION WHEREAS, the City of San Luis Obispo (the "City") is currently proceeding to finance the costs of various capital improvements with respect to the water enterprise of the City (the "Enterprise"); and WHEREAS, the City of San Luis Obispo Capital Improvement Board (the "Board") has been formed for the purpose of assisting the City in financing the acquisition, construction, and improvement of property which is of benefit to the City; and WHEREAS, to accomplish such financing the City has proposed to sell certain facilities of the Enterprise (the "Facilities") to the Board pursuant to the Acquisition Agreement dated as of December 1, 1988, (the "Acquisition Agreement") and to lease the Facilities back from the Board pursuant to the Lease Agreement dated as of December 1, 1988 (the "Lease Agreement"); and WHEREAS, for the purpose of obtaining the moneys required to finance the acquisition of the Facilities under the Acquisition Agreement, the Board proposes to assign and transfer certain of its rights under the Lease Agreement to a trustee bank (the "Trustee") pursuant to that certain Assignment Agreement dated as of December 1, 1988, (the "Assignment Agreement") by and between the Board and the Trustee; and WHEREAS, in consideration of such assignment and the execution of that certain Trust Agreement dated as of December 1, 1988, (the "Trust Agreement") by and among the Board, the City, and the Trustee, the Trustee will execute and deliver Certificates of Participation in the principal amount of $5,000,000 (the "Certificates of Participation"), each evidencing an undivided fractional interest in the Lease Payments made by the City under the Lease Agreement; and WHEREAS, the City and the Board have determined to sell the Certificates of Participation at competitive sale, and the firm of Evensen Dodge, Inc. (the "Financial Adviser") is assisting the City and the Board in such sale of the Certificates of Participation and has caused to be prepared an Official Statement describing the Certificates of Participation, to be used in connection with such sale; and WHEREAS, the City Council approves of said transactions as being in the public interests of the City; R6529 0 9 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of San Luis Obispo as follows: SECTION I. Sale of Facilities• Approval of Acauisition Agreement, The City hereby approves the sale of the Facilities by the City to the Board pursuant to, and subject to the terms and conditions - of, the Acquisition Agreement in substantially the form on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of his approval of such changes and additions. The Board hereby authorizes and directs the City Administrative Officer to execute, and the City Clerk to attest and affix the seal of the City to, said form of the Acquisition Agreement for and in the name of the City. SECTION 2. Lease of Facilities: Approval of Lease Agreement, The City Council hereby approves the lease of the Facilities by the City from the Board pursuant to, and subject to the terms and conditions of, the Lease Agreement in substantially the form on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of his approval of such changes and additions. The City Council hereby authorizes and directs the City Administrative Officer to execute, and the City Clerk to attest and affix the seal of the City to, said form of the Lease Agreement for and in the name of the City. The schedule of lease payments set forth in the Lease Agreement shall conform to the schedule of principal and interest payments represented by the Certificates of Participation as determined pursuant to Section 4 hereof. SECTION 3. Trust Agreement, The City Council hereby approves the Trust Agreement in substantially the form on file with the City Clerk together with any changes therein or additions thereto deemed advisable by the City Administrative Officer, whose execution thereof shall be conclusive evidence of his approval of such changes and additions. The City Council hereby authorizes and directs the City Administrative Officer to execute, and the City Clerk to attest and affix the seal of the City to, said form of the Trust Agreement for and in the name of the City. SECTION 4. Sale of Certificates of Participation. The City Council hereby approves the Competitive sale of the Certificates of Participation, and hereby calls for the receipt of bids on the Certificates of Participation on Tuesday, December 13, 1988, at the hour of 10:00 a.m. in the office of Jones Hall Hill & White at Four Embarcadero Center, Suite 1950, San Francisco, California. The Director of Finance is hereby authorized and directed for and in the name on behalf of the City to accept the bid of the best responsible bidder; provided that the purchase price to be paid for the Certificates of Participation shall be at least ninety-eight (98%) of the par value thereof, and the weighted average rate of interest represented by the Certificates shall not exceed eight and three-quarters percent (8-3/4%) per annum. The Certificates of Participation shall be sold pursuant to and in accordance with the provisions of the Official Notice of Sale in substantially the form on file with the City Clerk, which is hereby approved as the official notice of sale of the Certificates of Participation. -2- SECTION 5. Publication of Notice of Intention. In accordance with the requirements of Section 53692 of the California Government Code, the Director of Finance is hereby authorized and directed to execute, and Jones Hall Hill & White, A Professional Law Corporation, as bond counsel to the City, is hereby authorized and directed to cause to be published, the Notice of Intention to Sell Certificates of Participation in substantially the form on file with the City Clerk. Such publication shall be made once no later than November 28, 1988, in a financial journal published in the State of California. SECTION 6. Official Statement. The City Council hereby approves the preliminary Official Statement describing the Certificates of Participation, in the form submitted by the Financial Adviser and on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by the Director of Finance, whose execution thereof shall be conclusive evidence of his approval of any such changes or additions. The City Council hereby approves and authorizes the distribution by the Financial Adviser and by the purchaser of the Certificates of Participation of said Official Statement to prospective purchasers of the Certificates of Participation. The Director of Finance is hereby authorized and directed to approve any changes in or additions to the final form of such Official Statement as the Director of Finance shall deem advisable, and to execute said final Official Statement for and in the name and on behalf of the City. SECTION 7. Official Actions. The City Administrative Officer, the Director of Finance, the City Clerk, the City Attorney, and all other officers and representatives of the City are each authorized and directed in the name and on behalf of the City to make any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants, and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the documents approved pursuant to this Resolution. SECTION 8. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. On motion of Councilman Settle seconded by Councilwoman Pinard and on the following roll call vote: AYES: Councilmembers Settle, Pinard, Rappa, Reiss and Mayor Dunin NOES: None ABSENT: None the foregoing Resolution was passed and adopted this 15th day of November, 1988. -3- -M--mmm-h. Wee r on Dunin ATTEST: U City C rk Pam Vog 16 APPROVED: City Ad inistrative Officer -4- No. City In The Superior Court of The State of California in and for the County of San Luis Obispo AFFIDAVIT OF PUBLICATION STATE OF CALIFORNIA, ) j} ss. County of San Luis Obispo I am a citizen of the United States and a resident of the County aforesaid; I am over the age of eighteen and not interested in the above -entitled matter I am now, and at all times embraced in the publication herein mentioned was, the principal clerk of the printers and publishers of the SAN LUIS OBISPO COUNTY TELEGRAM -TRIBUNE, a newspaper of general cir- culation, printed and published daily, Sundays excepted, at the City of San Luis Obispo in the above named county and state; that notice of which the annexed clipping is a true printed copy, was published in the above-named newspaper and not in any supplement thereof — on the following dates, to -wit: 11-12-88 that said newspaper was duly and regularly ascertained and established a newspaper of general circulation by Decree entered in the Superior Court of San Luis Obispo County, State of California, on June 9, 1952, under the provisions of Chapter 1, Division 7, Title 1 of the Government Code of the State of California. I certify (or declare) under penalty of perjury that the fore- going is true and correct. (Signature of Principal Clerk) Date 11-12-88 19 CAPITAL IMPROVEMENT BOARD Tuesday, NOTICE EIS rHEREBYBGIV- EN that the Board of Direc- tors of the City of San Luis Oispo Capital Broad (the "Broad')ment ve hold a special meeting on Tues- day, November 15, 1988, at. I the hour of 7:00 p.ni or Shortly thereafter, at the City of San Luis Obispo City Council Chambers, 990 Palm Street, San Luis Obis- po, California. The business to be transacted at said meeting consists of the adoption of a resolution of the Board of Directors of the Board (1) authorizing the Purchase from the City of San Luis ObisPo.(the "City'I Of certain facilities of the water enterprise of the City and the lease of such facih- ties back to the City, (2) authorizing the competitive sale of, $5,000,000 principal amount of certificates of par- tu:ipation to finance such purchase, (3) approving an IAcquisition Agreement, Lease Agreement, Trust Agreement, Assignment Agreement, Official State- ment, Official Notice of Sale and other documents relating to such financing, and (4) approving official actions re- lating to such financing. i Dated: Nov. 9, 1988 CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD Is/Ran Dunin, President Pam Voges, City Clerk Nov. 12, 1988 dv87408 . aIo bi k d v 5 k n x M a 5 re. RESOLUTION NO. 103 (1986 Series) A RESOLUTION OF THE CAPITAL IMPROVEMENT BOARD ESTABLISHING A NEW ACCOUNT WITH THE LOCAL AGENCY INVESTMENT FUND CALLED THE CAPITAL IMPROVEMENT ACCOUNT WHEREAS, pursuant to Chapter 730 of the Statutes of 1976 Section 16429.1 was added to the California Government Code to create a Local Agency Investment Fund in the State Treasury for the deposit of money of a local agency for purposes of investment by the State Treasurer; and WHEREAS, the Capital Improvement Board is a legal municipal entity within the scope of Government Code Chapter 730, Section 16429.1, and WHEREAS, the Capital Improvement Board wishes to invest the proceeds of its Lease Revenue Bonds to be issued on July 15, 1986 in the Local Agency Investment Fund pending construction of road improvements. NOW, THEREFORE, BE IT RESOLVED by the Capital Improvement Board of the City of San Luis Obispo as follows: SECTION 1. A new account called the Capital Improvement Account be established with the Local Agency Fund. SECTION 2. The following officials of the City of San Luis Obispo be authorized to deposit and withdraw funds on behalf of the Capital Improvement Board: Paul Lanspery, City Administrative Officer Roberta Goddard, Treasurer Jeffery Thacker, Assistant to the Treasurer R 103 RESOLUTION NO. 103 (1986 Series) Page 2 On motion of Boardmember Settle and on the following roll call vote. , seconded by Boardmember Rappa AYES: Boardmembers Settle, Rappa, Dovey, Griffin and President Dunin NOES: None ABSENT: None PRESIDENT RON DUNIN ATTEST: &A -A SECR ARY PAM VOGES APP OVE Executive Directo- r Boarlcoun-seY Director of Fince for the City o San Luis Obispo v 29026.8 JHH W:CFA:dld JU* 986 F-6385 RESOLUTION NO. 102 RESOLUTION OF THE CITY OF SAN LUIS OBISPO CAPITAL IMPROVEMENT BOARD AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $15,000,000 PRINCIPAL AMOUNT OF LEASE REVENUE BONDS, APPROVING INDENTURE OF TRUST, LEASE AGREEMENT, SITE LEASE, ACQUISITION AGREEMENT, ASSIGNMENT AGREEMENT AND OFFICIAL STATEMENT RELATING THERETO, AUTHORIZING SALE OF BONDS AND APPROVING OFFICIAL ACTION WHEREAS, the City Council of the City of San Luis Obispo (the "City") has previously adopted its Ordinance No. 1059 (1986 Series) on April 15, 1986, establishing the City of San Luis Obispo Capital Improvement Board (the "Board") for the purpose of assisting the City in the financing of public improvements; WHEREAS, the City has requested the Board to raise the- moneys necessary for the acquisition and construction of certain public improvements consisting of public parking facilities (the "Parking Project") and various street improvements, and to accomplish such financing the City proposes to sell to the Board certain land and improvements (the "Properties") pursuant to and as more fully described in the Acquisition Agreement dated as of June 15, 1986, (the "Acquisition Agreement') by and between the City as seller and the Board as purchaser, and to lease to the Board certain land on which certain public parking facilities are to be constructed, pursuant to the Site Lease dated as of June 15, 1986 (the "Site Lease") by and between the City as lessor and the Board as lessee; and WHEREAS, in order to provide funds to acquire the Properties and build the Parking Project, the Board proposes at this time to lease revenues bonds in the aggregate principal amount of not to exceed $15.000,000 (the "Bonds") under and pursuant to the Indenture of Trust dated as of June 15, 1.986, (the "Indenture") by and between the Board and Security Pacific National Bank as trustee (the "Trustee"); and WHEREAS, in order to provide revenues to repay the Bonds, the City and the Board propose to enter into the Lease Agreement dated as of June 15, 1986, by and between the Board as lessor and the City as lessee of the Properties and the Parking Project, and the Board proposes to assign its rights under the Lease Agreement to the Trustee pursuant to the Assignment Agreement dated as of June 15, 1986, (the "Assignment Agreement") by and between the Board as assignor and the Trustee as assignee; and WHEREAS, Rauscher Pierce Refsnes, Inc., as prospective underwriter of the Bonds (the "Underwriter") has informed the Board that it intends to submit an offer to purchase the Bonds and has caused to be prepared an Official Statement describing the Bonds; and WHEREAS, the Board of Directors approves all of said transactions in the public interests for which the Board has been established; NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the City of San Luis Obispo Capital Improvement Board as follows: Section 1. Issuance of Bonds: Approval of Indenture. The Board of Directors hereby authorizes the issuance of the Bonds under and pursuant to the Indenture. The Board of Directors hereby approves the Indenture in substantially the form on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director. The President is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest, said Indenture for and in the name of the Board. Section 2. Approval of Agreements. The Board of Directors hereby approves the Lease Agreement, Site Lease, Acquisition Agreement and Assignment Agreement, in substantially the respective forms on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director. The President is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest, each of said agreements for and in the name of the Board. Section 3. Sale of Bonds. The Board of Directors hereby approves the sale of the Bonds to the Underwriter pursuant to the Purchase Agreement among the City, the Board, the Trustee and the Underwriter, in substantially the form on file with the Secretary together with any changes therein or additions thereto deemed advisable by the Executive Director. The Executive Director is hereby delegated the authority to execute said Purchase Agreement for and in the name of the Board and thereby accept an offer from the Underwriter to purchase the Bonds, which offer is acceptable to the Executive Director; provided, however, that the Bonds shall be sold for not less than ninety-six percent (96%) of the par value thereof and provided further that the rate of interest on the Bonds shall not exceed eight and one-half percent (8-1/2010) per annum. Section 4. Official Statement. The Board of Directors hereby approves the preliminary Official Statement describing the Bonds, in substantially the form submitted by the Underwriter and on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Executive Director. The President is hereby authorized and directed to execute the final form of such Official Statement for and in the name of the Board. .Distribution by the Underwriter of the preliminary Official Statement to prospective purchasers of the Bonds is hereby ratified and approved. Section 5. Official Actions. The President, the Vice President, the Executive Director, the Chief Financial Officer, the Secretary and all other officers of the Board are each authorized and directed for and in the name of the Board to execute any and all assignments, certificates, requisitions, agreements, notices, consents. instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate the lawful issuance and sale of the Bonds or of any transactions contemplated by the agreements and documents approved pursuant to this Resolution. 2- Resolution No. 102 Page 2. 10 Section 6. Effective Date. This Resolution shall take effect form and after its passage and adoption. On motion of Boardmember Settle, seconded by Boardmember Griffin, PASSED AND ADOPTED this 17th day of June, 1986, by the following vote: AYES: Boardmembers Settle, Griffin, Dovey, Rappa and President Dunin NOES: None ABSENT.` None -3- Secretary P ela Voges ofi o(ICad o Q'