HomeMy WebLinkAboutR4-Redevelopment Agency
REl .VELOPMENT AGENCY-R" lUEST FOR ( lMMISSION/COUNCIL A( ION
Subject: SISTERS OF CHARITY-IDB REFUNDING
From: Glenda Saul, Executive Director
.Jt: Redevelopment Agency
Date: January 12,1987
Synopsis of Previous Commission/Council action:
6/21/82
11/22/82
11/22/82
11/22/82
11/22/82
12/8/86
12/8/86
12/22/86
Resolution 82-269 authorizing approval of bond application.
Income Families Ordinance MC-226-amending Ordinance 13815 relating to
financing.
Resolution 82-475 authorizing approval of trust indenture.
Resolution 82-476 authorizing approval of a loan agreement.
MC-225 established a home financing program for low and moderate income
housing.
Resolution 86-483 authorizing acceptance of contract for legal services
for bond refunding.
Resolution 86-484 approving preliminary official statement.
Resolution 86-525 set REFRA Public Hearing for 1-19-87
Recommended motion:
(MAYOR & COMMON COUNCIL)
Open Public Hearing
Close Public Hearing
a) MOVE TO ADOPT RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO, CALIFORNIA, APPROVING THE ISSUANCE OF ITS "CITY OF SAN BERNARDINO,
CALIFORNIA, SCH HEALTH CARE SYSTEM REVENUE BONDS (SISTERS OF CHARITY OF THE
INCARNATE WORD, HOUSTON, TEXAS), SERIES 1987A,"FOR THE PURPOSE OF REFUNDING
CERTAIN OUTSTANDING BONDS, SERIES 1983A, MAKING CERTAIN FINDINGS AND
DETERMINATION IN CONNECTION THEREWITH.
~J/uJ
Signature
Continued on Next Page
Contact person:
Glenda Saul
Phone: 383-5081
2nd
Ward:
P. N/A
rOJect:
Date: January 19, 1987
YES
Supporting data attached:
IDB Refunding
FUNDING REQUIREMENTS: Amount: $
Council Notes:
No adverse I mpact on City:
'J0l 'Jr.! TAT
01/19/87
Agenda I tern
Not ~I
CONTINUED FROM PAGE 1
RECOMMENDED MOTION:
(MAYOR & COMMON COUNCIL)
b) MOVE TO ADOPT RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO, CALIFORNIA, APPROVING A CERTAIN TRUST INDENTURE WHICH CREATES A
TRUST ESTATE AND MAKES CERTAIN PROVISIONS THEREFOR, AND WHICH AUTHORIZES THE
ISSUANCE OF ITS "CITY OF SAN BERNARDINO, CALIFORNIA, SCH HEALTH CARE SYSTEM
REVENUE BONDS (SISTERS OF CHARITY OF THE INCARNATE WORD, HOUSTON, TEXAS), SERIES
1987,"FOR THE PURPOSE OF REFUNDING CERTAIN OUTSTANDING BONDS, SERIES 1983A,
MAKING CERTAIN FINDINGS AND DETERMINATIONS IN CONNECTION THEREWITH, APPROVING A
CERTAIN LOAN AGREEMENT WITH SISTERS OF CHARITY OF THE INCARNATE WORD, HOUSTON,
TEXAS, SOLE CORPORATE MEMBER OF ST. BERNARDINE HOSPITAL OF SAN BERNARDINO,
APPROVING A BOND PURCHASE AGREEMENT AND AUTHORIZING ITS EXECUTION, APPROVING A
PRELIMINARY OFFICIAL STATEMENT AND AUTHORIZING ITS USE AND AUTHORIZING A FINAL
OFFICIAL STATEMENT AND DIRECTING ITS EXECUTION, AND AUTHORIZING SUCH FURTHER
ACTION AS MAY BE NECESSARY TO CONCLUDE THE ISSUANCE, SALE AND DELIVERY OF SUCH
BONDS.
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01/19/87
REL ~VELOPMENT AGENCY.R. .KJEST FOR l )MMISSION/COUNCIL A~...ON
STAFF REPORT
Staff is recommending adoption of the two attached resolutions. Resolution a)
Approving the Issuance and Resolution b) approving the Trust Indenture, Loan
Agreement, Bond Purchase Agreement and Preliminary Official Statement.
BACKGROUND
On November 20, 1986, staff received a recommendation from the Redevelopment
Committee for approval of the Sister's of Charity of the Incarnate Word, Houston,
Texas (SCH) bond refunding request for the previously funded 1983 bond issue.
Additionally, on December 8, 1986, your Honorable Body authorized a contract for
legal services with James Warren Beebe for said bond refunding, as well as
approving a Preliminary Official Statement and authorizing its use in connection
with the prospective issuance.
On December 22, 1986 the Public Hearing was scheduled for January 19, 1987.
The following is a recap of SCH's application and their proposed funding:
PRINCIPALS:
SHC - a non-profit corporation - approximately 17 health
care institutions in five (5) states, an aggregate of
4,863 licensed beds. SCH controls 9 affiliates, including
St. Bernardine Hospital, San Bernardino, California, a
non-profit corporation.
PROJECT & LOCATION:
City of San Bernardino. Additions to health facilities.
FUNDING:
$29,900,000 (32 years) Series 1982B Bonds to be sold to
Underwood, Neuhaus & Co., Inc., and Merrill Lynch White
Weld Capital Markets Group.
TRUSTEE:
Texas Commerce Bank, National Association, Houston, Texas.
INTEREST RATE:
Interest - estimated 9.75%.
ESTIMATED JOBS:
Approximately 100
RESERVE & DEVELOPMENT
FUND :
1% of $29,900,000 = $299,000.
Sister's of Charity Benefits
Achieving a lower bond interest rate.
City Benefits
The City will see continued growth in economic development upon the transfer of
the required bond issue, 1% IDB Reserve and Development fee ($299,000) from the
Agency to the Economic Development Council.
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01/19/87
REDEVELOPMENT AGENCY .R~EST FOR COMMISSION/COUNCIL ActiON
STAFF REPORT
There will be no impact of the City's IDB allocation under the new 1986 Tax Act,
as the refunding bonds would be issued under the original Inducement Resolution.
All costs of said bond refunding will be incurred by the Sister's of Charity from
the provided bond refunding Cost of Issuance.
Resolution (a) approves the Issuance
Resolution (b) approves the :
. Trust Indenture
. Loan Agreement
. Bond Purchase Agreement
. Preliminary Official Statement
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RESOLUTION NO. 86-
RESOLUTION OF THE MAYOR AND COMMON COUNCIL
OF THE CITY OF SAN BERNARDINO, CALIFORNIA,
APPROVING THE ISSUANCE OF ITS "CITY OF
SAN BERNARDINO, CALIFORNIA, SCll HEALTH CARE
SYSTEM REVENUE BONDS (SISTERS OF CHARITY
OF THE INCARNATE WORD, HOUSTON, TEXAS),
SERIES 1987A," FOR THE PURPOSE OF REFUND-
ING CERTAIN OUTSTANDING BONDS, SERIES 1983A;
MAKING CERTAIN FINDINGS AND DETERMINATIONS
IN CONNECTION THEREWITH.
(SISTERS OF CHARITY OF THE INCARNATE WORD,
HOUSTON, TEXAS, SOLE CORPORATE MEMBER OF
ST. BERNARDINE HOSPITAL OF SAN BERNARDINO)
WHEREAS, the City of San Bernardino (the "City")
is a "home rule city" duly organized and existing under and
pursuant to a Charter adopted under the provisions of the
Constitution of the State of California; and
WHEREAS, pursuant to its home rule powers, the
City duly and regularly enacted Ordinance No. 3815, as
amended, (the "Ordinance") 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
WHEREAS, there was filed with the City an Applica-
tion (the "Application") pursuant to the provisions of the
Ordinance by sisters of Charity of the Incarnate Word,
Houston, Texas, Sole Corporate Member of st. Bernardine
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Hospital of San Bernardino, (referred to herein as the
"Company" or "sisters of Charity Hospital") requesting the
issuance of revenue bonds for the purpose of financing the
cost and expense of: (i) additions to and improvements of
its hospital facilities as more particularly described in
said Application; and (ii) the refinancing of certain
outstanding obligations of said sisters of Charity Hospital;
and
WHEREAS, the Application was reviewed and the plan
of financing was found to comply with the spirit, intent and
provisions of the Ordinance, as amended, and the city
determined to proceed with the financing; and
WHEREAS, the refinancing of certain outstanding
obligations of said sisters of Charity Hospital was accom-
plished in a different manner and the final financing
furnished funds for additions to and improvements of its
hospital facilities; and
WHEREAS, for the above purpose, the city issued
its $29,900,000 city of San Bernardino, california, SCH
Health Care System Revenue Bonds (Sisters of Charity of the
Incarnate Word, Houston, Texas) Series 1983A (the "Bonds,
Series 1983A") and the same are presently outstanding; and
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WHEREAS, the sisters of Charity Hospital has
requested that the City participate in a refunding of the
outstanding Bonds, Series 1983A, through the issuance of its
City of San Bernardino, California, SCH Health System
Revenue Bonds (Sisters of Charity of the Incarnate Word,
Houston, Texas) Series 1987A (the "Bonds, Series 1987A");
and
WHEREAS, Ordinance No. 3815, as amended, provides
for such a refunding; and
WHEREAS, the Internal Revenue Code of 1986 (the
"Code") requires that the issuance of the Bonds, Series
1987A be approved by an elected representative of the City
after a public hearing; and
WHEREAS, the City Clerk has caused notice of such
Hearing to be published once (giving at least fourteen days'
notice) and has reported to the Mayor and Common Council
that such notice has been duly and regularly given; and
WHEREAS, the subject matter of the Hearing was the
proposed assistance by the city of the refunding of the
Bonds, Series 1983A, in an amount not to exceed $40,000,000;
and
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WHEREAS, on the date and at the time and place
stated in said Notice, the refunding of the Bonds, Series
1983A was presented, and any and all persons who so desired
appeared and were heard, and the Mayor and Common Council of
the City of San Bernardino is fully informed in the
premises.
NOW, THEREFORE, THE MAYOR AND COMMON COUNCIL OF
THE CITY OF SAN BERNARDINO DO HEREBY FIND, RESOLVE, DETER-
MINE AND ORDER AS FOLLOWS:
Section 1. The recitals set forth hereinabove are
true and correct in all respects.
Section 2. The City has determined and hereby
redetermines that the project proposed by sisters of Charity
Hospital for which the Bonds, Series 1983A, were issued, is
in compliance with the purposes of the Ordinance and with
the criteria established pursuant thereto and further
determines that the Sisters of Charity Hospital provides
necessary medical care and services to the citizens .of the
City and is an essential part of the City's health care
delivery system and the undertaking of such project by the
City will be a substantial factor in the ability of the
sisters of Charity Hospital to provide such necessary
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services and to contain the cost of such services. Without
limiting the generality of the foregoing, reference is
particularly made to subsection U of Section 1 of the
Ordinance and to the extensive review of the health care
facilities servicing the City and its inhabitants which was
made by the Mayor and Common Council as the basis for the
adoption of Resolution No. 80-481. The project proposed by
Sisters of Charity Hospital is in compliance with the
purposes of the Ordinance and with the criteria established
pursuant to thereto.
Section 3. The issuance by the City of the Bonds,
Series 1987A in an amount not to exceed $40,000,000 is
hereby approved. The Mayor is hereby authorized and
directed to execute this Resolution pursuant to said
Internal Revenue Code of 1986.
Section 4. The City's obligations hereunder are
on a 'non-recourse' basis, and paYment of any amounts which
are owed or may become due hereunder shall not be enforced
against the City or any of its public officials, officers,
employees, agents, or other personnel, but only against the
property pledged as security for the Bonds, Series 1987A.
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Section 5. The Bonds shall be special obligations
of the City and shall not be deemed to constitute a debt or
liability of the City or a pledge of the faith and credit of
the City, but shall be payable solely from the paYments
received under the terms of the loan agreement, executed in
connection with the issuance of the Bonds, Series 1987A.
The Issuance of such Bonds shall not directly or indirectly
or contingently obligate the City to levy or pledge any form
of taxation whatsoever therefor or to make any appropriation
for their paYment.
Section 6. This Resolution shall take effect
immediately upon adoption.
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I HEREBY CERTIFY that the foregoing resolution was
duly adopted by the Mayor and Common Council of the City of
San Bernardino at a regular meeting thereof, held on the
day of
, 19___, by the following vote,
to wit:
AYES:
Councilmen
NOES:
ABSENT:
ABSTAIN:
City Clerk
The foregoing resolution is hereby approved
pursuant to the Internal Revenue Code of 1986 as of this
_ day of
, 1986.
Mayor of the city of San Bernardino
Approved as to form:
City Attorney
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STATE OF CALIFORNIA
COUNTY OF SAN BERNARDINO
CITY OF SAN BERNARDINO
)
) SSe
)
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 , 19
City Clerk
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RESOLUTION NO. 87-
RESOLUTION OF THE MAYOR AND COMMON COUNCIL
OF THE CITY OF SAN BERNARDINO, CALIFORNIA,
APPROVING A CERTAIN TRUST INDENTURE WHICH
CREATES A TRUST ESTATE AND MAKES CERTAIN
PROVISIONS THEREFOR; AND WHICH AUTHORIZES
THE ISSUANCE OF ITS "CITY OF SAN BERNARDINO,
CALIFORNIA, SCH HEALTH CARE SYSTEM REVENUE
BONDS (SISTERS OF CHARITY OF THE INCARNATE
WORD, HOUSTON, TEXAS), SERIES 1987A," FOR
THE PURPOSE OF REFUNDING CERTAIN OUTSTANDING
BONDS, SERIES 1983A; MAKING CERTAIN FINDINGS
AND DETERMINATIONS IN CONNECTION THEREWITH;
APPROVING A CERTAIN LOAN AGREEMENT WITH
SISTERS OF CHARITY OF THE INCARNATE WORD,
HOUSTON, TEXAS, SOLE CORPORATE MEMBER OF
ST. BERNARDINE HOSPITAL OF SAN BERNARDINO;
APPROVING A BOND PURCHASE AGREEMENT AND
AUTHORIZING ITS EXECUTION; APPROVING A
PRELIMINARY OFFICIAL STATEMENT AND AUTHO-
RIZING ITS USE AND AUTHORIZING A FINAL
OFFICIAL STATEMENT AND DIRECTING ITS
EXECUTION; AND AUTHORIZING SUCH FURTHER
ACTION AS MAY BE NECESSARY TO CONCLUDE
THE ISSUANCE, SALE AND DELIVERY OF SUCH
BONDS.
(SISTERS OF CHARITY OF THE INCARNATE WORD,
HOUSTON, TEXAS, SOLF; CORPORATE MEMBER OF
ST. BERNARDINE HOSPITAL OF SAN BERNARDINO)
WHEREAS, the City of San Bernardino (the "City")
is a "home rule City" duly organized and existing under and
pursuant to a Charter adopted under the provisions of the
Co~stitution of the State of California; and
WHEREAS, pursuant to its home rule powers, the
City duly and regularly enacted Ordinance No. 3815 (the
"Ordinance") to finance various types of projects, as
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defined in the Ordinance, and to issue its special revenue
bonds for the purpose of paying the cost of financing such
projects; and
WHEREAS, there was filed with the City an Applica-
tion (the "Application") pursuant to the provisions of the
Ordinance by sisters of Charity of the Incarnate Word,
Houston, Texas, Sole Corporate Member of st. Bernardine
Hospital of San Bernardino, (referred to herein as the
"Company" or "Sisters of Charity Hospital") requesting the
issuance of revenue bonds for the purpose of financing the
cost and expense of: (i) additions to and improvements of
its hospital facilities as mor.e particularly described in
said Application; and (ii) th~ refinancing of certain
outstanding obligations of said Sisters of Charity Hospital;
and
WHEREAS, the Application was reviewed and the plan
of financing was found to comply with the spirit, intent and
provisions of the Ordinance, as amended, and the City
determined to proceed with the financing; and
WHEREAS, the refinancing of certain outstanding
obligations of said sisters of Charity Hospital has been
accomplished in a different manner and the financing, as
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finally accomplished, furnished funds for additions to and
improvements of its hospital facilities; and
WHEREAS, the City issued its $29,900,000 City of
San Bernardino, California, SCH Health Care System Revenue
Bonds (Sisters of Charity of the Incarnate Word, Houston,
Texas) Series 1983A (the "Bonds, Series 1983A") and the same
are presently outstanding; and
WHEREAS, the sisters of Charity Hospital has
requested that the City participate in a refunding of the
outstanding Bonds, Series 1983A through the issuance of its
City of San Bernardino, California, SCH Health System
Revenue Bonds (Sisters of Charity of the Incarnate Word,
Houston, Texas) Series 1987A (the "Bonds, Series 1987A");
and
WHEREAS, Ordinance No. 3815, as amended, provides
for such a refunding.
WHEREAS, the Mayor and Common Council must now
approve and authorize the execution of various documents in
connection with the issuance, sale and delivery of such
Bonds, Series 1987A; and
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NOW, THEREFORE, THE MAYOR AND COMMON COUNCIL OF
THE CITY OF SAN BERNARDINO DO HEREBY FIND, RESOLVE, DETER-
MINE AND ORDER AS FOLLOWS:
section 1. The recitals set forth hereinabove are
true and correct in all respects.
section 2. The City has determined and hereby
redetermines that the project proposed by Sisters of Charity
Hospital for which the Bonds, Series 1983A were issued, is
in compliance with the purposes of the Ordinance and with
the criteria established pursuant thereto and further
determines that the Sisters of Charity Hospital provides
necessary medical care and services to the citizens of the
City and is an essential part of the City's health care
delivery system and the undertaking of such proposed project
by the City will be a substantial factor in the ability of
the sisters of Charity Hospital to provide such necessary
services and to contain the cost of such services. without
limiting the generality of the foregoing, reference is
particularly made to subsection U of section 1 of the
Ordinance and to the extensive review of the health care
facilities servicing the City and its inhabitants which was
made by the Mayor and Common Council as the basis for the
adoption of Resolution No. 80-481. The project proposed by
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sisters of Charity Hospital is in compliance with the
purposes of the Ordinance and with the criteria established
pursuant to thereto.
section 3. It is likely that continuing the
undertaking of the project by the city will be a substantial
factor in the accrual of public benefits from the use of the
sisters of Charity Hospital facilities as proposed in the
Application.
section 4. The refinancing of the project as
described above and as described in the Application is
hereby authorized and approved.
section 5. The issuance by the City of San
Bernardino, California, of the "City of San Bernardino,
California, SCH Health Care system Revenue Bonds (Sisters of
Charity of the Incarnate Word, Houston, Texas) Series 1987A"
in an amount not to exceed $40,000,000 and at an average
interest rate not to exceed 11% per annum is hereby
approved. The Bonds shall be issued in sUbstantially the
form and in accordance with the terms of the Trust Inden-
ture, herein approved and as such Indenture may be from time
to time amended. The Bonds shall be issued and sold to
Merrill Lynch Capital Markets (the "Underwriters") upon such
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terms and conditions as are provided in the Bond Purchase
Agreement hereafter approved.
section 6. The Bonds shall be special obligations
of the City and shall not be deemed to constitute a debt or
liability of the City or a pledge of the faith and credit of
the City, but shall be payable solely from the paYments
received under the terms of the Loan Agreement, described
hereinafter. The Issuance of such Bonds shall not directly
or indirectly or contingently obligate the City to levy or
pledge any form of taxation whatsoever therefor or to make
any appropriation for their paYment.
section 7. The Mayor and Common Council, acting
for and on behalf of the City of San Bernardino, hereby
approve the Trust Indenture referred to above, substantially
in the form attached hereto as "Exhibit A" and incorporated
herein by reference, with such corrections, changes, modifi-
cations, additions or deletions as may be approved and
recommended by the City Attorney and Bond Counsel to the
City, James Warren Beebe, A Law corporation ("Bond Coun-
sel"), to the Mayor, or, in her absence or disability the
Mayor Pro Tem, and approved by her, her execution thereof to
be conclusive evidence of this approval. The Mayor, or, in
her absence or disability, the Mayor Pro Tem, and City
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Clerk are hereby authorized and directed to execute such
final Trust Indenture when the same shall have been prepared
for execution, with the seal of the City to be affixed
thereto.
Section 8. A form of Loan Agreement has been
presented to the Mayor and Common Council and has been
reviewed. The Mayor and Common Council, acting for and on
behalf of the City, hereby approve the Loan Agreement with
the Company, substantially in the form attached hereto as
"Exhibit B" and incorporated herein by reference, with such
corrections, changes, modifications, additions or deletions
as may be approved and recommended by the City Attorney and
Bond Counsel to the Mayor, or, in her absence or disability,
the Mayor Pro Tem, and approved by her, her execution
thereof to be conclusive evidence of this approval. The
Mayor, or, in her absence or disability, the Mayor Pro Tem,
and City Clerk are hereby authorized and directed to
executed such final Loan Agreement when the same shall have
been prepared for execution with the seal of the City to be
affixed thereto.
section 9. A form of Bond Purchase Agreement has
been presented to the Mayor and Common Council and has been
reviewed. The Mayor and Common council, acting for and on
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behalf of the City, hereby approve the Bond Purchase Agree-
ment, substantially in the form attached hereto as "Exhibit
C" and incorporated herein by reference, with such correc-
tions, changes, modifications, additions or deletions as may
be approved and recommended by the City Attorney and Bond
Counsel to the Mayor, or, in her absence or disability, the
Mayor Pro Tem, and approved by her, her execution thereof to
be conclusive evidence of this approval. The Mayor, or, in
her absence or disability, the Mayor Pro Tem, and City Clerk
are hereby authorized and directed to execute such final
Bond Purchase Agreement when the same shall have been
prepared for execution, with the seal of the City to be
affixed thereto.
Section 10. A draft of a Preliminary Official
Statement has been presented to the Mayor and Common Council
and has been reviewed. The Mayor and the Common Council,
acting for and on behalf of the City, hereby approve the
Preliminary Official Statement and authorize its use by the
Underwriters in connection with the offering of the Bonds.
The City authorizes and directs the Underwriters to prepare
a final Official Statement at such time as the Underwriters
deem appropriate and the City hereby authorizes the exe-
cution of such final Official Statement by the Mayor, or, in
her absence or disability, Mayor Pro Tem. The final
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Official Statement shall be in substantially the form of the
Preliminary Official Statement attached hereto as "Exhibit
0" and incorporated herein by reference, with such correc-
tions, changes, modifications, additions or deletions as may
be proposed by the Underwriters, approved and recommended by
the City Attorney and Bond Counsel to the Mayor, or, in her
absence or disability, the Mayor Pro Tem, and approved by
the Mayor, or, in her absence or disability, the Mayor Pro
Tem, with the execution thereof to be conclusive evidence of
this approval.
Section 11. The Mayor, or, in her absence or
disability, the Mayor Pro Tem, the City Clerk, the Project
Coordinator and such other City officers and employees as
are appropriate are authorized and directed to execute such
other documents, including a subscription for federal secu-
rities if necessary to complete the refunding of the Bonds,
Series 1983A, and take such further action as shall be
consistent with the intent and purpose of this Resolution
and shall be needed to conclude the issuance, delivery and
sale of the Bonds.
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I HEREBY CERTIFY that the foregoing resolution was
duly adopted by the Mayor and Common Council of the City of
San Bernardino at a regular meeting thereof, held on the
day of
, 19___, by the following vote,
to wit:
AYES:
Councilmen
NOES:
ABSENT:
ABSTAIN:
City Clerk
The foregoing resolution is hereby approved this
_ day of
, 1987.
Mayor of the City of San Bernardino
Approved as to form:
City Attorney
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,...
~
,
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STATE OF CALIFORNIA
COUNTY OF SAN BERNARDINO
CITY OF SAN BERNARDINO
)
) SS.
)
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 , 1987.
City Clerk
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