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2004-03 =- CRA RESOLUTION NO. 2004-03 A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY GRAND TERRACE, APPROVING THE FORMS OF AND AUTHORIZING THE EXECUTION OF AN INDENTURE OF TRUST, A BOND PURCHASE CONTRACT, CONTINUING DISCLOSURE AGREEMENT AND AN OFFICIAL STATEMENT RELATING TO THE ISSUANCE OF THE AGENCY'S TAX ALLOCATION BONDS AND APPROVING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, the Agency is a redevelopment agency (a public body, corporate and politic) duly created, established and authorized to transact business and exercise its powers, all under and pursuant to the Community Redevelopment Law (Part 1 of Division 24 (commencing with Section 33000) of the Health and Safety Code of the State of California), and the powers of the Agency include the power to issue bonds or notes for any of its corporate purposes; and WHEREAS, the Redevelopment Plan for a redevelopment project known and designated as the "Community Redevelopment Agency of the City of Grand Terrace Redevelopment Project", has been adopted and approved by Ordinance No. 17 of the City of Grand Terrace on April 19, 1979 and has been amended by Ordinance No. 52 adopted and approved on July 15, 1981 and Ordinance No. 202 adopted on September 12, 2002, and all requirements of law for and precedent to the adoption and approval of the Redevelopment Plan, as amended, have been duly complied with; and WHEREAS, for the corporate purposes of the Agency, the Agency deems it necessary to issue at this time tax allocation bonds in a principal amount Not to Exceed Sixteen Million Dollars ($16,000,000) of the Community Redevelopment Agency of the City of Grand Terrace Refunding Tax Allocation Bonds, Series 2004A, 2004B and 2004C (the "Bonds"), and to use the proceeds of such Bonds to refund outstanding bonds, defease an existing Loan Agreement and to fund low and moderate income housing projects, certain redevelopment projects to pay costs in connection with the issuance of the Bonds and to make certain other deposits as required by the Indenture; and WHEREAS, the purposes stated above will be accomplished by issuing at this time such tax allocation bonds pursuant to the Indenture and this resolution of the Agency. WHEREAS, there have been prepared and submitted to this meeting forms of: (1) a draft of the Indenture of Trust; and (2) a draft of the Preliminary Official Statement to be used in connection with the.sale of the Bonds (such Preliminary Official Statement in the form presented at this meeting with such changes, insertions and omissions as — are made pursuant to this Resolution, being referred to herein as "Preliminary Official Statement"); and (3) a draft of the proposed Bond Purchase Contract among the Agency, the Underwriter and the Authority. (4) a draft of the proposed Continuing Disclosure Agreement. WHEREAS, the Agency now desires to authorize the execution of such documents and the performance of such acts as may be necessary or desirable to effect the issuance and sale of the Bonds. NOW, THEREFORE, BE IT RESOLVED by the Community Redevelopment Agency of the City of Grand Terrace at a regular meeting held on. , 2004. Section 1. Subject to the provisions of Section 2 hereof, the issuance of the Bonds in the aggregate principal amount Not to Exceed Sixteen Million ($16,000,000) on the terms and conditions set forth in, and subject to the limitations specified in, the Indenture, is hereby authorized and approved. The Bonds will be dated, will bear interest at the rates, will mature on the dates, will,be issued in the form, will have such sinking fund installments, will be subject to redemption, and will be as otherwise provided in the Indenture, as the same will be completed as provided in this Resolution. The proceeds of the sale_of the Bonds shall be applied as provided in the Indenture of Trust. The Agency hereby designates the Series 2004A and 2004B as a qualified, tax exempt obligation, pursuant to Section 265 (b)(3)(B) of the Code. The Series 2004C Bonds shall be subject to State of California and Federal Taxation. Section 2. The Indenture of Trust, in substantially the form submitted at this meeting and made a part hereof as though set forth in full herein, .be and the same is hereby approved. The Chairman and the Secretary of the Agency are hereby authorized and directed to execute and deliver the Indenture of Trust in the form presented at this meeting with such changes insertions and omissions as may be requested by Bond Counsel and approved by the Chairman, said execution being. conclusive evidence of such approval. Section 3. The Bond Purchase Contract among the Agency, the Underwriter and the Grand Terrace Financing Authority, in substantially the form submitted at this meeting and made a part. hereof as though set forth in full herein, be and the same is hereby approved. The Executive Director of the Agency is hereby authorized and directed to execute the Bond Purchase Contract in the form presented at this meeting with such changes, insertions and omissions as may be approved by the Executive Director, said execution being conclusive evidence of such approval. Section 4. The Preliminary Official Statement in substantially the form presented at this meeting and made a part hereof as though set forth in full herein, be and the same is hereby approved and the use of the Preliminary Official Statement in connection.with the offering and sale of the Bonds is hereby authorized and approved. Section 5. The preparation and delivery of an Official Statement, and its use by the Authority and Wedbush Morgan Securities (the "Underwriter"), in connection with the offering and sale of the Bonds, be and the same is hereby authorized and approved. The Official Statement shall be in substantially the form of the Preliminary Official Statement with such changes, insertions and omissions as may be requested by Bond Counsel or the Underwriter and approved by.the Chairman of the Agency, such approval to be conclusively evidenced by the execution and delivery thereof. The Chairman is hereby authorized and directed to execute the final Official Statement and any amendment or supplement thereto, in the name of and on behalf of the Agency, and thereupon to cause the final Official Statement and any such amendment or supplement to be delivered to the Underwriter. Section 6. The Continuing Disclosure Agreement, in substantially the form submitted at this meeting and made a part hereof as though set forth in full herein, is hereby approved. The Executive Director of the Agency is hereby authorized and directed to execute and deliver the Continuing Disclosure Agreement in the form presented with such changes,, insertions or deletions as may be requested by Bond Counsel and approved by the Executive Director, said executive being conclusive evidence of such approval. Section 7. The Chairman of the Agency, the Treasurer, the Secretary of the Agency, and any other proper officer of the Agency, acting singly, be and each of them hereby is authorized and directed to execute and deliver any and all documents and instruments, including any agreements with the Authority relating to the Bonds, and to do and cause to be done any and all acts and things necessary or proper for carrying out the transactions contemplated by the Indenture, the Purchase Agreements, the Official Statement, this Resolution and any such agreements. Section 8. This Resolution shall take effect immediately upon its adoption. PASSED AND APPROVED by the Community Redevelopment Agency of the City of Grand Terrace, at a regular meeting held on July 22 , 2004. Chairman Community Redevelopment Agency of the City of Grand Terrace ATTEST: Secretary, Community ROdevelopment Agency for the City of Grand Terrace I, Brenda Stanfill. Secretary of the Community Redevelopment Agency of the City of Grand Terrace, do hereby certify that the foregoing Resolution was introduced and adopted by the Community Redevelopment Agency of the City of Grand Terrace at a meeting held on the-'22 day ofJuiy , 2004 by the following vote: AYES: Councilmembers Garcia, Larkin and Cortes; Mayor Pro Tem Ferre;and- -:- Mayor Hilkey NOES: None ABSENT: None ABSTAIN: None Secretary of the CommuniWRedevelopment Agency of the City of Grand Terrace IN WITNESS WHEREOF, I have set my hand and affixed the official seal of the Community Redevelopment Agency of the City of Grand Terrace, California, this 22ndday of Jul, 2004. Secretary of the Comm unitAedevelopment Agency City of Grand Terrace