HomeMy WebLinkAbout1986-419
SBEOOl-141/1891S/kl
09/30/86
RESOLUTION NO. 86-419
A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE
CITY OF SAN BERNARDINO, CALIFORNIA, APPROVING
SUBSTITUTION OF OUT-OF-STATE TRUSTEE AND AUTHORIZING
CERTAIN ACTIONS IN CONNECTION WITH THE $9,350,000 CITY
OF SAN BERNARDINO, CALIFORNIA, MULTIFAMILY HOUSING
REVENUE BONDS (PUMALO PALMS PROJECT FANNIE MAE
PROGRAM) SERIES 1985
WHEREAS, the City of San Bernardino, California (the
"City"), is authorized and empowered by Ordinance No. 3815, as
amended (the "Ordinance"), to make construction loans and mortgage
loans to finance various types of projects, as defined in the
Ordinance, and to issue its special revenue bonds for the purpose of
paying the cost of financing such projects, and has amended the same
from time-to-time; and
WHEREAS,
said Ordinance is intended to finance the
development of industry and commerce and to thereby broaden the
employment opportuni ties and to increase the avai labi 1 i ty of safe
and sanitary housing which is affordable at. rental rates by persons
and families in the lower end of the rental spectrum and there is a
consequent need to encourage the construction or development of
rental uni ts affordable by such persons and otherwise to increase
the rental housing supply in the City for such persons; and
WHEREAS, the City has accepted an Application for Financing
from Fredricks Development Corporation, a California corporation
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(the "Company"), as a general partner on behalf of Pumalo Palms
Investors I, a California limited partnership, and Pumalo Palms
Investors II, a California limited partnership, for the issuance of
multifamily mortgage revenue bonds for the financing of the
hereinafter referred to Project pursuant to and in accordance with
the provisions of the Ordinance; and
WHEREAS, the City has, by the approval of the Mayor and
Common Council after a duly noticed public hearing held on
November 8, 1984, adopted its Resolution No. 84-462, and found and
determined that the purposes and intent of the Ordinance will be
furthered by the issuance by the City of its multifamily mortgage
revenue bonds as provided therein; and
WHEREAS, the City has, by said approval of said Resolution
No. 84-462, indicated its intent to issue its multifamily mortgage
revenue bonds to finance the construction and provide the permanent
financing for an approximately three hundred twenty-eight (328) unit
development located on an approximately fifteen and forty-nine
hundredths (15.49) acre site on the south side of Pumalo Street,
west of Arden Avenue and bordered on the south by State Highway 30
in the City (the "Project"); and
WHEREAS, the City has adopted its Resolution No. 85-194
which approved the issuance of said multifamily mortgage revenue
bonds in an aggregate principal amount not to exceed $9,350,000 for
the purpose, among others, of providing moneys to purchase mortgage
- 2 -
loans pursuant to a program of the City applicable to such financing
and are designated as the "City of San Bernardino, California,
Multifamily Housing Revenue Bonds (Pumalo Palms Project - Fannie Mae
Program) Series 1985" (the "Bonds"); and
WHEREAS, at the time of issuance of the Bonds, Section 15
of the Ordinance provided that any bonds issued pursuant to the
Ordinance may be secured by indenture provisions in a resolution of
issuance (or in an indenture securing the issuance of the bonds) by
and between the City and a corporate trustee or trustees, which
shall be a trust company having the powers of a trust company within
the State of California; and
WHEREAS, pursuant to the Indenture dated as of June 1,
1985, by and between the City and Seattle-First National Bank, a
national banking corporation duly organized and existing under the
laws of the United States with its principal corporate trust office
in Seattle, Washington, as Trustee (the "Indenture"), and in
accordance with the terms of the Ordinance, Trust Services of
America, Inc., a California corporation, was appointed as Co-Trustee
under the Indenture; and
WHEREAS, on Ju 1 y 15, 1986 , the Mayo rand Conunon Counc i 1
conducted the first reading of a proposed amendment to Ordinance
No. 3815 pursuant to which said Ordinance was to be amended to
permit, in addition to in-state trustees, a corporate trustee which
may be a trust company or bank having the powers of a trust company
- 3 -
outside of California to act as a trustee with respect to bonds
issued pursuant to the Ordinance; and
WHEREAS, on August 18, 1986, the Mayor and Common Council
adopted Ordinance MC-536 amending Ordinance 3815, which Ordinance
was effective on September 17, 1986 (the "Amended Ordinance"), and
directed the preparation of an amendment to the Policy Guidelines on
Public and Negotiated Bond Sale Procedures for the City of
San Bernardino (the "Bond Policy Guidelines") to specify the terms
under which an out-of-state trustee will be permitted; and
WHEREAS, pursuant to the Amended Ordinance the City may, in
its discretion, appoint and approve out-of-state trustees for the
purpose of acting as a trustee with respect to bonds issued pursuant
to the Ordinance; and
WHEREAS, on September 8, 1986, the Mayor and Common Council
adopted Resolution No. 85-356 amending the Bond Policy Guidelines
entitled:
"RESOLUTION OF THE CITY OF SAN/BERNARDINO
AMENDING POLICY GUIDELINES ON PUBLIC AND
NEGOTIATED BOND SALE PROCEDURES FOR THE CITY OF
SAN BERNARDINO AND THE REDEVELOPMENT AGENCY OF
THE CITY OF SAN BERNARDINO, ADDING PARAGRAPH J TO
ARTICLE IV TO ESTABLISH PROCEDURES APPLICABLE TO
SELECTION OF TRUSTEE"; and
- 4 -
WHEREAS, Sabo & Deitsch, a Professional Corporation ("Bond
Counsel"), and Miller & Schroeder Financial, Inc. (the
"Underwriter"), have recommended that Seattle-First National Bank,
Seattle, Washington ("Seattle-First"), be approved and appointed as
the sole bond trustee for the Bonds; and
WHEREAS, Seattle-First
conditions of such appointment
No. 86-356; and
has agreed to the terms and
as set forth in said Resolution
WHEREAS, the Co-Trustee desires to resign as Co-Trustee for
the Bonds, and the Trustee has consented to such resignation and, in
furtherance of the substantive intent of the Amended Ordinance and
the Bond Policy Guidelines, the Trustee hereby requests approval by
the City of its substitution as sole Trustee for the Bonds with the
duties and rights as set forth under the Indenture; and
WHEREAS, it is desirable at this time that the City approve
the substitution of Seattle-First, as sole Trustee under the terms
set forth in the Indenture.
NOW, THEREFORE, THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO, CALIFORNIA, DO HEREBY FIND, RESOLVE, DETERMINE AND
ORDER AS FOLLOWS:
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Section 1.
true and correct.
The above reci tals, and each of them, are
Section 2. The City hereby finds and determines that
this Resolution is being adopted pursuant to the powers granted by
the Amended Ordinance. The Ci ty hereby acknowledges and approves
the resignation of Trust Services of America, Inc. ("TSA"), as
Co-Trustee for the Bonds as permitted pursuant to Section 712 of the
Indenture and in accordance with the opinion of Bond Counsel,
attached hereto as Exhibit "A" and incorporated herein by reference,
which states that such resignation will not affect the validi ty of
the Bonds.
Section 3. The City hereby finds and determines that
the substitution and appointment of Seattle-First National Bank, as
sole Trustee for the Bonds, would be beneficial for the following
reasons:
a. The fees and expenses for the administrative services
rendered in connection with the Bonds are competitive with those
rates offered by other available trustees as of June, 1985, and
as of the date hereof, and Seattle-First was available and
willing to perform the services required at competitive costs as
of June, 1985, and continues to provide such administrative
services at competitive costs as of the date hereof;
- 6 -
b. Seattle-First was an experienced trustee as of June,
1985, and continues to be such as of the date hereof and is
similar in experience to the trustees traditionally utilized by
the City and is experienced and knowledgeable in the area of the
administration of multifamily mortgage revenue bond issues to
finance the development of multifamily housing and no other
suitable in-state trustee traditionally utilized by the City was
available to provide the trust services required with respect to
the Bonds as of June, 1985, as evidenced by the withdrawal of a
trust proposal as submitted by Security Pacific National Bank;
and
c. Seattle-First has agreed (i) to designate the
Secretary of State of the State of California (the "State") as
the agent of the Trustee for service of process wi thin the
State, (ii) that any litigation between the City and
Seattle-First, as Trustee, will be handled in the appropriate
court in the County of San Bernardino, (ii i) that the State
courts will have jurisdiction over all controversies between the
City and Seattle-First, and (iv) to specifically waive any right
to transfer any such cause of action to the United States
federal courts.
Section 4. The Ci ty hereby accepts the recormnendation
of Bond Counsel and the Underwriter that Seattle-First be appointed
as Trustee with respect to the Bonds attached hereto as Exhibits "B"
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and "C", respectively, and incorporated herein by reference, the
resignation of TSA attached hereto as Exhibi t "D" and incorporated
herein by reference and the consent of Seattle-First to said
resignation attached hereto as Exhibi t "E" and incorporated herein
by reference.
Section 5.
The City hereby acknowledges and approves
the substitution of Seattle-First as sole trustee for the Bonds and
Seattle-First is hereby appointed and designated to serve as Trustee
for the City and the owners of the Bonds with the duties and powers
of such Trustee as set forth in the Indenture.
Section 6.
This Resolution shall take effect upon
adoption.
I HEREBY CERTIFY that the foregoing
adopted by the Mayor and Cornmon Council
San Bernardino at a regular
held on the 20th day of October
the following vote, to wit:
resolution was duly
of the Ci ty of
meet ing thereof,
1986 , by
AYES:
Council Members
Estrada, Reilly, Hernandez, Quiel,
Strickler
NAYS:
Council Member Marks
ABSENT:
Council Member Frazier
4tZMt0,;t;J;.dh
CitY Clerk
- 8 -
day of
The....!) f.2f~egoing resolution is
cx...~ , 1986.
approved this c:>?~nt:{
Approved as to form:
~@?(/ &?~
h t~JCity Attorney I~/ .
STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO) ss
CITY OF SAN BERNARDINO )
I, SHAUNA CLARK, City Clerk in and for the City of
San Bernardino, DO HEREBY CERTIFY that the foregoing and attached
copy of San Bernardino City Resolution No. is a full,
true and correct copy of that now on file in this office.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed
the official seal of the City of San Bernardino this day of
, 1986.
City Clerk
- 9 -
r
SABO & DEITSCH
A PROFESSIONAL CORPORATION
ATTORNEYS AT LAW
SUITE 400
6320 CANOGA A VENUE
WOODLAND HILLS. CALIFORNIA 91367
(818) 704-0195
TELECOPlER (818) 704-4729
October 2, 1986
City of San Bernardino
300 North "D" Street
San Bernardino, California 92418
$9,350,000
CITY OF SAN BERNARDINO, CALIFORNIA
MULTIFAMILY HOUSING REVENUE BONDS
(PUMALO PALMS PROJECT - FANNIE MAE PROGRAM)
SERIES 1985
Ladies and Gentlemen:
We have acted as Bond Counsel in connection with the
authorization and issuance by the City of its Multifamily Housing Revenue
Bonds (Pumalo Palms Project - Fannie Mae Program) Series 1985, in the
aggregate principal amount of $9,350,000 (the "Bonds"). In connection
therewith, we have examined the Constitution and the laws of the State of
California, Ordinance No. 3815, as amended, of the City ("Ordinance
No. 3815"), a certified record of the proceedings of the City, the
Indenture dated as of June 1, 1985, by and between the City and
Seattle-First National Bank (the "Trustee") (the "Indenture") and such
other information and documents as we consider necessary to render this
opinion.
The Bonds were issued pursuant to Ordinance No. 3815, as
permitted by Chapter 7 of Part 5 of Division 31 of the Health and Safety
Code of the State of California (the "Act"), and Resolution No. 85-194
adopted by the City on May 20, 1985.
As of the date of issuance of the Bonds, Ordinance No. 3815
required that, for the purposes of appointing a trustee to perform the
services required for municipal financings of the City, any trustee so
appointed shall be either a trust company or bank having the powers of a
trust company and located within the State of California. Seattle-First
National Bank, whose principal corporate trust office is located in
Seattle, Washington, is an out-of-state trustee and on the date of
issuance of the Bonds was unable to act as sole trustee under the
EXtilBfT A
Page 2
Indenture for the Bondholders. Trust Services of America, Inc., a
California corporation (UTSA"), was appointed as Co-Trustee under the
Indenture and it was intended by the various Bond issue participants that
TSA would function as an interim trustee for the Bondholders until such
time as Ordinance No. 3815 was amended to permit trust companies or banks
having powers of a trust company outside the State of California to act
as a trustee for the purposes < of any municipal financings of the City
under Ordinance No. 3815. On August 18, 1986, the Mayor and Common
Council of the City adopted Ordinance MC-536 amending Ordinance No. 3815
which-, under certain conditions, allows the appointment of out-of-state
trustees for financings undertaken pursuant to said Ordinance No. 3815.
Section 712 of the Indenture provides for the resignation of TSA
as the Co-Trustee upon (i) the delivery of an opinion of nationally
recognized bond counsel admitted to legal practice in the State of
California to the effect that such resignation will not affect the
validity of the Bonds and (ii) the prior written consent of Seattle-First
National Bank as the Trustee.
In accordance. with said Section 712 of the Indenture, TSA has
requested to resign from its appointment as Co-Trustee under the
Indenture and the duties and responsibilities set forth thereunder, and
the Trustee has consented to such resignation of the Co-Trustee. The
Trus tee has reques ted that it be appointed and approved as sole trus tee
for the Bondholders with such appointment to be effective upon the
resignation of the Co-Trustee subject to the prior written approval by
the City pursuant to a duly adopted Resolution.
We are of the opinion that, based upon the adoption of Ordinance
No. MC-536 as set forth above, the resignation of TSA as the Co-Trus tee
will not affect the validity of the Bonds upon the effective date of a
resolution of the City approving such resignation of TSA and appointment
of Seattle-First National Bank as the Trustee for the Bondholders and
assuming compliance with all applicable provisions of the adopted Policy
Guidelines on Public and Negotiated Bond Sale Procedures for the City of
San Bernardino.
Respectfully submitted,
~Ie~
~fl~~
/1901S
EXI1!8i~r A
SBEOOl-147/l905S/kl
10/1/86
$9,350,000
CITY OF SAN BERNARDINO, CALIFORNIA
MULTIFAMILY HOUSING REVENUE BONDS
(PUMALO PALMS PROJECT - FANNIE MAE PROGRAM)
SERIES 1985
RECOMMENDATION OF BOND COUNSEL
FOR THE APPOINTMENT OF SEATTLE-FIRST NATIONAL BANK
AS SOLE TRUSTEE
The undersigned, on behalf of Sabo & Deitsch, a Professional
Corporation, which acted as bond counsel in connection with the issuance
and delivery of the above-referenced Bonds (the "Bond Counsel"), does
hereby recommend that, upon the resignation of Trust Services of America,
Inc., as Co-Trustee appointed in connection with the Bonds, Seattle-First
National Bank, whose principal corporate trust office is located in
Seattle, Washington, be appointed the sole out-of-state Trustee under and
pursuant to that certain Indenture dated as of June 1, 1985, by and
between the City of San Bernardino, California, as
Issuer and
Seattle-First National Bank, as Trustee.
The appointment of Seattle-First National Bank, as sole Trustee
for the Bonds, would be beneficial for the following reasons:
a. The fees and expenses for the administrative services
rendered in connection with the Bonds are competitive with those
rates offered by other available trustees as of June, 1985, and as of
the date hereof, and Seattle-First was available and willing to
perform the services required at competitive costs as of June, 1985,
and continues to provide such administrative services at competitive
costs as of the date hereof;
EXHIBIT 8
Page 3
Guidelines on Public and Negotiated Bond Sale Procedures for the City of
San Bernardino establishing procedures applicable to the selection of a
Trustee.
Dated: i1d~b,,,- IJ 19 f(,
1
SABO & DEITSCH
A PROFESSIONAL CORPORATION
By: J~
EXriiBi'T B
$9,350,000
CITY OF SAN BERNARDINO, CALIFORNIA
MULTIFAMILY HOUSING REVENUE BONDS
(PUMALO PALMS PROJECT - F~~IE MAE PROGR
SERIES 1985
RECOMMENDATION OF UNDERWRITER
FOR THE APPOINTMENT OF SEATTLE-FIRST NATIONAL
AS SOLE TRUSTEE
.~
The undersigned, on behalf of Miller & Schroeder Financial, Inc., which
acted as underwriter to the City of San Bernardino, California, in connection
with the issuance and delivery of the above-referenced Bonds (the
"Underwriter"), does hereby recommend that, upon the resignation of Trust
Services of America, Inc., as Co-Trustee in connection with the Bonds,
Seattle-First National Bank, whose principal corporate trust office is located
in Seattle, Washington, be appointed the sole out-of-state Trustee under and
pursuant to that certain Indenture dated as of June 1, 1985, by and between
the City of San Bernardino" California, as Issuer and Seattle-First National
Bank, as Trustee.
The appointment of Seattle-First National Bank, as sole Trustee for the
Bonds, would be beneficial for the following reasons:
a. The fees and expenses for the administrative services rendered in
connection with the Bonds are competitive with those rates offered by other
available trustees as of June, 1985, and as of the date hereof, and
Seattle-First was available and willing to perform the services required at
competi ti ve cos ts as of June, 1985, and continues to provide such
administrative services at competitive costs as of the date hereof;
b. Seattle-First was an experienced trustee as of June, 1985, and
continues to be such as of the date hereof and is similar in experience to the
trustees traditionally utilized by the City and is experienced and
knowledgeable in the area of the administration of multifamily mortgage
revenue bond issues to finance the development of multifamily housing and no
other suitable in-state trustee traditionally utilized by the City was
available to provide the trust services required with respect to the bonds as
of June, 1985, as evidenced by the withdrawal of a trust proposal as submitted
by Security Pacific National Bank; and
c. Seattle-First has agreed (i) to designate the Secretary of State of
the State of California (the "State") as the agent of the Trustee for service
of process within the State, (ii) that any litigation between the City and
Seattle-First, as Trustee, will be handled in the appropriate court in the
County of San Bernardino, (iii) that the State courts will have jurisdiction
over all controversies between the City and Seattle-First, and (iv) to
specifically waive any right to transfer any such cause of action to the
United States federal courts.
This recommendation is being made in accordance with Resolution No. 86-356
adopted by the Mayor and Common Council of the City of San Bernardino,
California, on September 9, 1986, which amends the Policy Guidelines on Public
and Negotiated Bond Sale Procedures for the City of San Bernardino
establishing procedures applicable to the selection of a Trustee.
.~
Dated: {J~ (;/ 11Eb
/ /
MILLER! & SCHROE~E ' FI
By:cj/~j./ '
)_ _/ Irllt,.,
Title: ~ V 1'-"-
C IAL, INC.
EXHIBITC
~~
TSA
A CalFed Company
RECEIVED
OCT 2 1986
-SABO & DEITSCH
October 1, 1986
City of San Bernardino
300 North "D" Street
San Bernardino, CA 92418
Re: $9,350,000 City of San Bernardino, California, Multifamily
Housing Revenue Bonds (Pumalo Palma Project - Fannie Mae
Program), Series 1985, Our No. 61-4038-00-8
Ladies and Gentlemen:
Pursuant to Section 712 of that certain Indenture dated as of
June 1, 1985, by and between the City of San Bernardino, California
(the "City") and Seattle-First National Bank, as Trustee, Trust
Services of America, Inc. hereby resigns as Co-Trustee in connection
with the above-referenced issue. This resignation shall become ef-
fective upon adoption by the Mayor and Common Council of the City of
a Resolution approving such resignation.
Very truly yours,
TRUST SERVICES OF AMERICA, INC.
/./ - ,"
~~~i~('
Carol A. Antos
Assistant Vice President
(213) 614-7242
EX" ISi! 0
Trust Services of America, Inc. 700 Wilshire Boulevard, Los Angeles, California 90017 (213) 614-7000
-r
SBE001(SBE050)-_____/1903S/sm
09/18/86
$9,350,000
CITY OF SAN BERNARDINO, CALIFORNIA
MULTIFAMILY HOUSING REVENUE BONDS
(PUMALO PALMS PROJECT - FANNIE MAE PROGRAM)
SERIES 1985
CONSENT OF TRUSTEE TO RESIGNATION OF CO-TRUSTEE
The undersigned, on behalf of Seattle-First National Bank, the
Trustee in connection with the $9,350,0000 City of San Bernardino,
California, Multifamily Housing Revenue Bonds (Puma1o Palms Project -
Fannie Mae Program) Series 1985, hereby approves and consents to the
resignation of Trust Services of America, Inc. (the "Co-Trustee"), in
accordance with Section 712 of the Indenture dated as of June 1, 1985, by
and between the City of San Bernardino, California, and the Trustee.
Dated:
C;p-:
J~
" /
I r %t
RST NATIONAL BANK,
Title:
'-...
/e~(~f~
By:
/1903S
EXHIBIT E