DATE OF FINAL PASSAGE __________
RESOLUTION OF THE BOARD OF DIRECTORS OF THE SANTA MONICA PUBLIC FINANCING AUTHORITY AUTHORIZING PURCHASE AND SALE OF REDEVELOPMENT AGENCY OF THE CITY OF SANTA MONICA, EARTHQUAKE RECOVERY REDEVELOPMENT PROJECT 2011 TAX ALLOCATION BONDS, AND APPROVING CERTAIN RELATED DOCUMENTS AND AUTHORIZING CERTAIN OTHER ACTIONS
WHEREAS, the City of Santa Monica (the “City”) and the Redevelopment Agency of the City of Santa Monica (the “Agency”) have entered into a Joint Exercise of Powers Agreement (the “Agreement”), creating the Santa Monica Public Financing Authority (the “Authority”); and
WHEREAS, pursuant to Article 4 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the “Law”) and the Agreement, the Authority is authorized to purchase bonds issued by the Agency for financing and refinancing redevelopment activities of the Agency authorized in an Agency project area; and
WHEREAS, pursuant to the Law and the Agreement, the Authority is further authorized to sell bonds so purchased to public or private purchasers at public or negotiated sale; and
WHEREAS, the Authority desires to purchase from the Agency not to exceed $[Bond Amount] tax allocation bonds designated “Redevelopment Agency of the City of Santa Monica, Earthquake Recovery Redevelopment Project, 2011 Tax Allocation Bonds” (the “2011 Bonds”), solely from the proceeds received from the Authority's concurrent sale of the 2011 Bonds to E. J. De La Rosa & Co., Inc., as representative of itself and Wells Fargo Bank, National Association (collectively, the “Underwriter’); and
WHEREAS, the proceeds of the 2011 Bonds will be used to finance and refinance improvements of the character authorized to be made in project areas of the Agency of benefit to the public and other undertakings of the Agency in implementation of the redevelopment plan for the “Earthquake Recovery Redevelopment Project ” as adopted and approved by ordinance of the City, as amended from time to time;
NOW, THEREFORE, BE IT RESOLVED, the Board of Directors of the Santa Monica Public Financing Authority as follows:
Section 1. The foregoing recitals are true and correct and this Authority so finds and determines.
Section 2. The Bond Purchase Agreement (the “Purchase Agreement”) by and among the Agency, the Authority, and the Underwriter is hereby approved in the form presented, together with such changes thereto as may be approved by the Executive Director, the Treasurer or their respective designee (each an “Authorized Officer”), the Authorized Officer’s execution thereof to be conclusive evidence of such approval. In no event shall such Purchase Agreement provide for underwriter’s discount (exclusive of original issue discount) in excess of 0.70% of the principal amount of the Bonds or for a true interest cost in excess of 7.75% per annum.
Section 3. All actions heretofore taken by the officers and agents of the Authority with respect to the issuance of the Bonds are hereby approved, confirmed and ratified. The Chair, the Executive Director, Secretary, the Treasurer, the General Counsel of the Authority and any and all other officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to do any and all things and take any and all actions which they, or any of them, may deem necessary or advisable in order to consummate the purchase of the Bonds from the Agency and the sale and delivery of the Bonds to the Underwriter pursuant to the Purchase Agreement approved herein.
Section 4. This resolution shall take effect from and after the date of its passage and adoption and only upon adoption by the City Council and the Agency governing board, respectively, of resolutions approving the issuance of the Bonds.
THE FOREGOING RESOLUTION IS PASSED, APPROVED AND ADOPTED BY THE GOVERNING BOARD OF THE SANTA MONICA PUBLIC FINANCING AUTHORITY THIS ________________ (____) DAY OF ____________, 2011, BY THE FOLLOWING ROLL-CALL VOTE:
APPROVED AS TO FORM:
MARSHA JONES MOUTRIE