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HomeMy WebLinkAboutResolutions - 1990.10.11 - 18319Miscellaneous Resolution # 90250 October 11, 1990 BY: PLANNING & BUILDING COMMITTEE, LARRY CRAKE, CHAIRPERSON IN RE: DRAIN COMMISSIONER-- RESOLUTION TO AUTHORIZE THE ISSUANCE OF BONDS TO DEFRAY PART OF THE COST OF EVERGREEN- FARMINGTON SEWAGE DISPOSAL SYSTEM POLLUTION CONTROL FACILITIES -- SEGMENT I AND II IMPROVEMENTS TO: THE OAKLAND COUNTY BOARD OF COMMISSIONERS Mr. Chairperson, Ladies and Gentlemen: WHEREAS, the County of Oakland (the "County") has entered into certain contracts with municipalities located in the- County pursuant to the provisions of Act No. 342, Public Acts of Michigan, 1939, as amended ("Act 342"), as follows: (i) the Evergreen and Farmington Sewage Disposal Systems Pollution Control Facilities -- Segment II -- Stage 3 Contract dated as of September 30, 1989, with the Charter Township of West Bloomfield, the City of Southfield, the City of Farmington Hills and the City of Orchard Lake Village (the "Stage 3 Contract"); (ii) the Evergreen and Farmington Sewage Disposal Systems Pollution Control Facilities -- Segment I-Stage 2, Segment II-Arms J and K- Local Relief Sewers-SSES Rehabilitation Contract dated as of April 1, 1990, with the Charter Township of West Bloomfield (the "West Bloomfield Contract"); (iii) the Evergreen and Farmington Sewage Disposal System Pollution Control Facilities City of Farmington Hills Segment II -- Arm D, Local Relief Sewers and SSES Rehabilitation dated as of April 1, 1990, with the City of Farmington Hills (the "Farmington Hills Contract"); (iv) the Evergreen and Farmington Sewage Disposal Systems Pollution Control Facilities -- Segment II-Arm C and SSES Rehabilitation dated as of April 1, 1990, with the Village of Bingham Farms, the City of Bloomfield Hills, the City of Keego Harbor and the Township of Bloomfield (the "Arm C Contract"); (v) the Evergreen and Farmington Sewage Disposal Systems Pollution Control Facilities -- Segment II - Stage 5, Stage B and SSES Rehabilita- tion Contract dated as of September 1, 1989, with the Village of Beverly Hills and the City of Southfield (the "Stage 5 Contract"); and (vi) the Evergreen and Farmington Sewage Disposal System Pollution Control Facilities City of Troy Local Relief Sewers and SSES Rehabilitation Contract dated as of April 1, 1990, with the City of Troy (the "Troy Contract"); and WHEREAS, the aforesaid contracts provide for the issu- ance of bonds by the County to defray the cost of acquiring and constructing improvements in the aforesaid municipalities as part of the Evergreen and Farmington Sewage Disposal System, said bonds to be secured by the contractual obligation of those municipalities on whose behalf the bonds are issued to pay to the County amounts sufficient to pay the principal of and interest on the bonds and to pay such paying agent fees and other expenses as may be incurred on account of the bonds; and WHEREAS, the County has been informed that (i) the City of Troy will pay its obligations under the Troy Contract by cash contribution; (ii) the Village of Bingham Farms, the City of Keego Harbor and the Township of Bloomfield will pay their respective obligations under the Arm C Contract by cash contribu- tions; (iii) the City of Bloomfield Hills will finance its obligations under the Arm C Contract through the issuance of County bonds; (iv) the Village of Beverly Hills will pay a portion of its obligations under the Stage 5 Contract by cash contribution and will finance the balance thereof through the- issuance of County bonds; (v) the City of Orchard Lake Village will pay its obligations under the Stage 3 Contract by cash contribution; (vi) the City of Farmington Hills will finance its obligations under the Stage 3 Contract and the Farmington Hills Contract through the issuance of County bonds; (vii) the Charter Township of West Bloomfield will finance its obligations under the Stage 3 Contract and the West Bloomfield Contract through the issuance of County bonds; and (viii) the City of Southfield will finance its obligations under the Stage 3 Contract and the Stage 5 Contract through the issuance of County bonds; and WHEREAS, the amounts which the Village of Beverly Hills, the City of Bloomfield Hills, the City of Farmington Hills, the City of Southfield and the Charter Township of West Bloomfield will finance through the issuance of County bonds for the payment of their respective obligations under the Stage 3 Contract, the West Bloomfield Contract, the Farmington Hills Contract, the Arm C Contract and the Stage 5 Contract (collectively, the "Contracts") are set forth on Exhibit A which is attached hereto and made a part hereof; and WHEREAS, it is in the best interest of the County of Oakland that the bonds be issued and the above-described improvements be acquired and constructed. THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF OAKLAND COUNTY, MICHIGAN, as follows: -2- 1. AUTHORIZATION OF BONDS -- PURPOSE. Bonds of the County aggregating the principal sum of Twelve Million Six Hundred Fifty Thousand Dollars ($12,650,000) shall be issued and sold pursuant to the provisions of Act 342, and other applicable statutory provisions, for the purpose of defraying part of the cost of acquiring and constructing the improvements described in the Contracts as part of the Evergreen and Farmington Sewage Disposal System. 2. BOND DETAILS. The bonds shall be designated Evergreen-Farmington Sewage Disposal System (Segment I & II) Bonds; shall be dated December 1, 1990; shall be numbered from 1 upwards; shall be fully registered; shall be in the denomination of $5,000 each or any integral multiple thereof not exceeding the aggregate principal amount for each maturity at the option of the purchaser thereof; shall bear interest at a rate or rates not exceeding 12% per annum to be determined upon the sale thereof payable on May 1, 1991, and semiannually thereafter on the first days of May and November in each year; and shall mature on November 1 in each year as follows: 1992 $250,000 1993 250,000 1994 300,000 1995 400,000 1996 500,000 1997 500,000 1998 500,000 1999 500,000 2000 750,000 2001 $ 750,000 2002 750,000 2003 750,000 2004 750,000 2005 1,000,000 2006 1,000,000 2007 1,200,000 2008 1,250,000 2009 1,250,000 3. PAYMENT OF PRINCIPAL AND INTEREST. The principal of and interest on the bonds shall be payable in lawful money of the United States. Principal shall be payable upon presentation and surrender of the bonds to the bond registrar and paying agent as they severally mature. Interest shall be paid to the regis- tered owner of each bond as shown on the registration books at the close of business on the 15th day of the calendar month preceding the month in which the interest payment is due. Interest shall be paid when due by check or draft drawn upon and mailed by the bond registrar and paying agent to the registered owner at the registered address. 4. PRIOR REDEMPTION. Bonds maturing prior to November 1, 2000, shall not be subject to redemption prior to maturity. Bonds maturing on and after November 1, 2000, shall be subject to redemption prior to maturity upon the terms and -3- conditions set forth in the form of bond contained in Section 8 hereof. 5. BOND REGISTRAR AND PAYING AGENT. The County Treasurer shall designate, and may enter into an agreement with, a bond registrar and paying agent for the bonds which shall be a bank or trust company located in the State of Michigan which is qualified to act in such capacity under the laws of the United States of America or the State of Michigan. The County Treasurer may from time to time as required designate a similarly qualified successor bond registrar and paving agent. 6. EXECUTION, AUTHENTICATION AND DELIVERY OF BONDS. The bonds shall be executed in the name of the County by the facsimile signatures of the Chairman of the Board of Commis- sioners and the County Clerk and authenticated by the manual signature of an authorized representative of the bond registrar and paying agent, and the seal of the County (or a facsimile thereof) shall be impressed or imprinted on the bonds. After the bonds have been executed and authenticated for delivery to the original purchaser thereof, they shall be delivered by the County Treasurer to the purchaser upon receipt of the purchase price. Additional bonds bearing the facsimile signatures of the Chairm0- of the Board of Commissioners and the County Clerk and upon which the seal of the County (or a facsimile thereof) is impressed or imprinted may be delivered to the bond registrar and paying agent for authentication and delivery in connection with the exchange or transfer of bonds. The bond registrar and paying agent shall indicate on each bond the date of its authentication. 7. EXCHANGE AND TRANSFER OF BONDS. Any bond, upon surrender thereof to the bond registrar and paying agent with a written instrument of transfer satisfactory to the bond registrar and paying agent duly executed by the registered owner or his duly authorized attorney, at the option of the registered owner thereof, may be exchanged for bonds of any other authorized denominations of the same aggregate principal amount and maturity date and bearing the same rate of interest as the surrendered bond. Each bond shall be transferable only upon the books of the County, which shall be kept for that purpose by the bond registrar and paying agent, upon surrender of such bond together with a written instrument of transfer satisfactory to the bond registrar and paying agent duly executed by the registered owner or his duly authorized attorney. Upon the exchange or transfer of any bond, the bond registrar and paying agent on behalf of the County shall cancel the surrendered bond and shall authenticate and deliver to the transferee a new bond or bonds of any authorized denomination of -4- the same aggregate principal amount and maturity date and bearing the same rate of interest as the surrendered bond. If, at the time the bond registrar and paving agent authenticates and delivers a new bond pursuant to this section, payment of interest on the bonds is in default, the bond registrar and paying agent shall endorse upon the new bond the following: "Payment of interest on this bond is in default. The last date to which interest has been paid is ." The County and the bond registrar and paying agent may deem and treat the person in whose name any bond shall be registered upon the books of the County as the absolute owner of such bond, whether such bond shall be overdue or not, for the purpose of receiving payment of the principal of and interest on such bond and for all other purposes, and all payments made to any such registered owner, or upon his order, in accordance with the provisions of Section 3 of this resolution shall be valid and effectual to satisfy and discharge the liability upon such bond to the extent of the sum or sums so paid, and neither the County nor the bond registrar and paying agent shall be affected by any notice to the contrary. The County agrees to indemnify and save the bond registrar and paying agent harmless from and against any and all loss, cost, charge, expense, judgment or liability- incurred by it, acting in good faith and without negligence hereunder, in so treating such registered owner. For every exchange or transfer of bonds, the County or the bond registrar and paying agent may make a charge sufficient to reimburse it for any tax, fee or other governmental charge required to be paid with respect to such exchange or transfer, which sum or sums shall be paid by the person requesting such exchange or transfer as a condition precedent to the exercise of the privilege of making such exchange or transfer. The bond registrar and paying agent shall not be required to transfer or exchange bonds or portions of bonds which have been selected for redemption. 8. FORM OF BONDS. The bonds shall be in substantially the following form: UNITED STATES OF AMERICA STATE OF MICHIGAN COUNTY OF OAKLAND EVERGREEN-FARMINGTON SEWAGE DISPOSAL SYSTEM (SEGMENT I & II) BONDS INTEREST RATE MATURITY DATE DATE OF ORIGINAL ISSUE CUSIP December 1, 1990 Registered Owner: Principal Amount: The County of Oakland, State of Michigan (the "County") acknowledges itself indebted to and for value received hereby promises to pay to the Registered Owner identified above, or registered assigns, the Principal Amount set forth above on the Maturity Date specified above, unless redeemed prior thereto as hereinafter provided, upon presentation and surrender of this bond at in the city of , Michigan, the bond registrar and paying agent, and to pay to the Registered Owner, as shown on the registration books at the close of business on the 15th day of the calendar month preceding the month in which an interest payment is due, by check or draft drawn upon and mailed by the bond registrar and paying agent by first class mail postage prepaid to the Registered Owner at the registered address, interest on such Principal Amount from the Date of Original Issue or such later date through which interest shall have been paid until the County's obligation with respect to the payment of such Principal Amount is discharged at the rate per annum specified above. Interest is payable on the first days of May and November in each year, commencing on May 1, 1991. Principal and interest are payable in lawful money of the United States of America. This bond is one of a series of bonds aggregating the principal sum of Twelve Million Six Hundred Fifty Thousand Dollars ($12,650,000) issued by the County under and pursuant to and in full conformity with the Constitution and Statutes of Michigan (especially Act No. 342, Public Acts of 1939, as amended) and a bond authorizing resolution adopted by the Board of Commissioners of the County (the "Resolution") for the purpose of defraying part of the cost of acquiring and constructing -6- een and Farmington Sewage his series are issued in by the Village of Beverly s, the City of Farmington he Charter Township of West igors") in the aggregate Six Hundred Fifty Thousand rtain contracts between the n the Resolution. The full been pledged to the prompt the interest thereon as the curity the full faith and d for the prompt payment of onds of this series. Taxes to pay the principal of and s are subject to constitu- certain improvements in the Evergr Disposal system. The bonds of t anticipation of payments to be made Hills, the City of Bloomfield Hill Hills, the City of Southfield and t Bloomfield (collectively, the "Obi principal amount of Twelve Million Dollars ($12,650,000) pursuant to ce County and the Obligors as described i faith and credit of the Obligors have payment of the foregoing amount and same become due. As additional se credit of the County have been pledge the principal of and interest on the b levied by the County and the Obligors interest on the bonds of this serie tional tax limitations. as provided in the Resolu- ty kept for that purpose by upon the surrender of this nt of transfer satisfactory gent duly executed by the uly authorized in writing: bond a new bond or bonds of same aggregate principal te and maturity, shall be e transferee in exchange n, and upon payment of the Bonds so authenticated and n of $5,000 or any integral regate principal amount for This bond is transferable, tion, only upon the books of the Coun the bond registrar and paying agent, bond together with a written instrume to the bond registrar and paying a registered owner or his attorney d Upon the exchange or transfer of this any authorized denomination, in the amount and of the same interest ra authenticated and delivered to th therefor as provided in the Resolutio charges, if any, therein provided. delivered shall be in the denominatio multiple thereof not exceeding the agg each maturity. ying agent shall not be or portions of bonds which The bond registrar and pa required to transfer or exchange bonds have been selected for redemption. ovember 1, 2000, are not ty. Bonds maturing on and t to redemption prior to in such order as shall be e or more interest payment Bonds of a denomination redeemed in the amount of f. If less than all of the be redeemed, the bonds or I be selected by lot. The e of the bond or portion of interest to the date fixed s: Bonds maturing prior to N subject to redemption prior to maturi after November 1, 2000, are subjec maturity at the option of the County, determined by the County, on any on dates on and after November 1, 1999. greater than $5,000 may be partially $5,000 or any integral multiple thereo bonds maturing in any year are to portions of bonds to be redeemed shal redemption price shall be the par valui the bond called to be redeemed plus for redemption and a premium as follow -7- 1% of the par value if called for redemption on or after November 1, 1999, but prior to November 1, 2003; 0.5% of the par value if called for redemption on or after November 1, 2003, but prior to November 1, 2006; No premium if called for redemption on or after November 1, 2006. Not less than thirty days' notice of redemption shall be given to the holders of bonds called to be redeemed by mail to the recistered holder at the registered address. Bonds or portions of bonds called for redemption shall not bear interest after the date fixed for redemption, provided funds are on hand with the bond registrar and paying agent to redeem the same. It is hereby certified, recited and declared that all acts, conditions and things recuired to exist, happen and be performed precedent to and in the issuance of the bonds of this series, existed, have happened and have been performed in du* time, form and manner as required by law, and that the total indebtedness of said County, including the series of bonds of which this bond is one, does not exceed any constitutional or statutory limitation. IN WITNESS WHEREOF, the County of Oakland, Michigan, by its Board of Commissioners, has caused this bond to be executed in its name by facsimile signatures of the Chairman of the Board of Commissioners and the County Clerk and its corporate seal (or a facsimile thereof) to be impressed or imprinted hereon. This bond shall not be valid unless the Certificate of Authentication has been manually executed by an authorized representative of the bond registrar and paying agent. COUNTY OF OAKLAND (SEAL) By: County Clerk Chairman Board of Commissioners By: CERTIFICATE OF AUTHENTICATION This bond is one of the bonds described in the within- mentioned Resolution. Bond Registrar and Paying Agent By: Authorized Representative AUTHENTICATION DATE: ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto (please print or type name, address and taxpayer identification number of transferee) the within bond and all rights thereunder and does hereby irrevocably constitute and appoint attorney to transfer the within bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: Signature Guaranteed The signature must be guaranteed by a commercial bank, a trust company or a brokerage firm which is a member of a major stock exchange. 9. SECURITY. The bonds shall be issued in anticipa- tion of payments to be made by the Obligors pursuant to the Contracts. The bonds shall be secured primarily by the full faith and credit pledge made by the Obligors in the Contracts pursuant to the authorization contained in Act 342. As additional and secondary security the full faith and credit of the County are pledged for the prompt payment of the principal of and interest on the bonds as the same shall become due. If the Obligors shall fail to make payments to the County which are sufficient to pay the principal of and interest on the bonds as the same shall become due, an amount sufficient to pay the deficiency shall be advanced from the general fund of the County. 10. PRINCIPAL AND INTEREST FUND. There shall be estab- lished for the bonds a Principal and Interest Fund which shall be kept in a separate bank account. From the proceeds of the sale of the bonds there shall be set aside in the Principal and Interest Fund any premium and accrued interest received from the purchaser of the bonds at the time of delivery of the same. All payments received from the Obligors pursuant to the Contracts are pledged for payment of the principal of and interest on the bonds and expenses incidental thereto and as received shall be placed in the Principal and Interest Fund. 11. CONSTRUCTION FUND. The remainder of the proceeds of the sale of the bonds shall be set aside in a construction fund and used to acquire and construct the aforesaid improvements in accordance with the provisions of the Contracts. There shall be established separate accounts in the construction fund with respect to each Contract and the use and investment of bond proceeds attributable to each Contract shall be individually accounted for and monitored in each such account. 12. APPROVAL OF MICHIGAN DEPARTMENT OF TREASURY -- EXCEPTION FROM PRIOR APPROVAL. The issuance and sale of the bonds shall be subject to permission being granted therefor by the Department of Treasury of the State of Michigan or an exception from prior approval being granted by the Department of Treasury and the County Drain Commissioner and the County Treasurer are each hereby severally authorized to file with the Department of Treasury a Notice of Intent to Issue an Obligation with respect to the bonds and to pay, upon the filing of said notice, the filing fee of $400. If an exception from prior approval is not granted the County Drain Commissioner or the County Treasurer shall make application to the Department of Treasury for permission to issue and sell the bonds as provided by the terms of this resolution and for approval of the form of Notice of Sale. 13. REDUCTION OF PRINCIPAL AMOUNT OF BOND ISSUE. If the County Drain Commissioner shall determine that it is not -11- necessary to sell bonds in the principal amount of Twelve Million Six Hundred Fifty Thousand Dollars ($12,650,000), he may by order reduce the principal amount of bonds to be sold to that amount deemed necessary. In the event the principal amount of the bond issue is reduced pursuant to this section, the County Drain Commissioner shall reduce the amount of bonds maturing in any one or more years as necessary. 14. SALE, ISSUANCE, DELIVERY. TRANSFER AND EXCHANGE OF BONDS. The County Drain Commissioner is authorized to prescribe the form of notice of sale for the bonds, to sell the bonds at not less than 98% of par plus accrued interest in accordance with the laws of this state and to do all things necessary to effectu- ate the sale, issuance, delivery, transfer and exchange of the bonds in accordance with the provisions of this resolution. The County Drain Commissioner is authorized to cause the preparation of an official statement for the bonds for purposes of compliance with Rule 15c2-12 issued under the Securities Exchange Act of 1934, as amended (the "Rule") and to do all other things necessary to comply with the Rule. After the award of the bonds, the County will provide copies of a "final official state- ment" (as defined in paragraph (e)(3) of the Rule) on a timely_ basis and in reasonable quantity as requested by the successful bidder or bidders to enable such bidder or bidders to comply with paragraph (b)(4) of the Rule and the rules of the Municipal Securities Rulemaking Board. 15. TAX COVENANT. The County covenants to comply with all requirements of the Internal Revenue Code of 1986, as amended, necessary to assure that the interest on the bonds will be and will remain excludable from gross income for federal income tax purposes. The County Drain Commissioner and other appropriate County officials are authorized to do all things necessary (including the making of covenants of the County) to assure that the interest on the bonds will be and will remain excludable from gross income for federal income tax purposes. 16. CONFLICTING RESOLUTIONS. All resolutions and parts of resolutions insofar as they may be in conflict herewith are rescinded. Mr. Chairperson, on behalf of the Planning and Building Committee, I move the adoption of,thpi foregoing resolution. NING AND BUILDING COMMITTEE PMW/09192/0052/AR1/2 I FITAEPYAPPROVETHE FOREGOING RESOLUTION -La - aniel T. Murthy, Co ty W 49 Dais -12- • 101 AL SEG. I & SEG. 11 571971 710701 266074 192037 110422 399112 2938140 2296804 [11811 11010[C . 11_11AR656 W. BLOOMFIELD TWP lAnnii saieal 2R1.11ç D,1CL ilicovig , 954355 01-Oct-90 EVERGREEN-FARMINGION SEWAGE DISPOSAL SYSTEM SEGMENT I & SEGMENT II BOND ISSUE BOND COST DISTRIBUTION COMMUNITY SEGEMENT I STAGE STAGE 2E 2W SEGMENT II LOCAL STAGE STAGE STAGE ARM ARM ARM ARM LOCAL SSES 3 MAIN 3 LOCAL 5 B 0 J K RELIEF REPAIR • BEVERLY HILLS BLOOMFIELD HILLS FARMINGTON HILLS SOUTHFIELD 12500 512541 357843 838045 12500 1525701 5991899 6.624862 0.098814 12.060877 47.366791 (Sylvan Lake) Total Bond Issue 12650000 100.000 EXHIBIT A evgfrm\bond01 5 . October 11, 1990 FISCAL NOTE (Misc. 90250) BY: FINANCE COMMITTEE, DR. G. WILLIAM CADDELL, CHAIRPERSON IN RE: DRAIN COMMISSIONER - RESOLUTION TO AUTHORIZE THE ISSUANCE OF BONDS TO DEFRAY PART OF THE COST OF EVERGREEN - FARMINGTON SEWAGE DISPOSAL SYSTEM POLLUTION CONTROL FACILITIES - SEGMENT I AND II IMPROVEMENTS, TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS Mr. Chairperson, Ladies and Gentlemen: Pursuant to Rule XI-G the Finance Committee has reviewed Miscellaneous Resolution # 90250 and finds: 1) The resolution authorizes the issuance of tax-exempt Act 342 bonds with the County pledging its limited full faith and credit as the secondary obligor. 2) The Village of Beverly Hills, the City of Bloomfield Hills, the City of Farmington Hills, the City of Southfield, and the Charter Township of West Bloomfield are the primary obligors pledging limited full faith and credit. 3) The principal amount of the bond issue is $12,650,000 at an interest rate not to exceed 12%. 4) The statutory limit for County debt is $2,576,598,537 (10% of 1990 State Equalized Value). As of September 30, 1990, the outstanding debt is $332,324,002 or approximately 1.3% of the S.E.V. No budget amendments are necessary. FINANCE COMMITTE LV7/oc9001fn Resolution If 90250 October 11, 1990 Moved by Crake supported by Calandra the resolution be adopted. AYES: McConnell, McPhersor, Moffitt, Oaks, Pappageorge, Pernick, Price, Rewold, Skarritt, Aaron, Bishop, Calandro, Chester, Crake, Ferrens, Gosling, Huntoon, Jensen, Johnson, R. Kuhn, Luken. (21) NAYS: None. (0) A sufficient majority havirg voted therefor, the resolution was adopted. STATE OF MICHIGAN) COUNTY OF OAKLAND I, Lynn D. Allen, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true and accurate copy of a resolution adopted by the Oakland County Board of Commissioners on October 11, 1991 with the original record thereof now remaining in my office. In Testimony Whereof, I have hereunto set Iny hand and affixed the seal of the County of Oakland at Pontiac, Michigan this llth day oft l osloer 1 99 0 Lynn IV. Allen, County Clerk