HomeMy WebLinkAboutResolutions - 2012.11.28 - 20613MISCELLANEOUS RESOLUTION#12288 November 28, 2012
BY: Finance Committee, Tom Middleton, Chairperson
IN RE: RESOLUTION APPROVING AN AMENDMENT TO THE 2007 OAKLAND
COUNTY INTERMEDIATE RETIREE MEDICAL BENEFITS TRUST AGREEMENT
BETWEEN THE COUNTY AND THE TRUSTEES DESCRIBED THEREIN,
ESTABLISHING THE 2007 OAKLAND COUNTY INTERMEDIATE RETIREE
MEDICAL BENEFITS TRUST
TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS
Chairperson, Ladies and Gentlemen:
WHEREAS the County of Oakland, Michigan (the "County")
provides post-retirement medical benefits to eligible retirees
and/or their spouses and eligible dependents, as provided by the
Oakland County Merit System and its policies and County-
sponsored retiree medical benefit plans (the "Retiree Medical
Benefits"); and
WHEREAS, as permitted by Federal and State laws the County
established the Oakland County VEBA (the "VEBA Trust") as
documented by the Oakland County VEBA Trust Agreement effective
as of October 1, 2000, between the County and the Trustees
described therein (or their successors) (the "VEBA Trustees"),
as amended, for the purposes of accumulating the funds needed to
pay for Retiree Medical Benefits and receiving contributions for
that purpose from the County and its employees; and
WHEREAS, pursuant to an enabling ordinance enacted by the
Oakland County Board of Commissioners on June 14, 2007 (the
"Funding Ordinance") authorizing an alternate funding mechanism
for the County to fulfill its obligations to provide for funding
a specified amount of the County's estimated unfunded accrued
actuarial liabilities for Retiree Medical Benefits (the
"Designated Liabilities") over a period ending April 1, 2027
(the "Funding Period"), the County has established an
intermediate trust to irrevocably receive a certain amount of
the net proceeds (the "Funding Proceeds") from the sale by the
2007 Oakland County Retiree Medical Benefits Funding Trust (the
"Funding Trust") of its Taxable Certificates of Participation,
Series 2007 (the "Certificates") and to hold, invest and
distribute the Intermediate Trust (as defined below) assets, all
in accordance with the Intermediate Trust Agreement attached
hereto as Appendix A, as it may be amended in accordance with
its terms; and
WHEREAS, it is the intent of the County to amend the
provisions Of the 2007 Oakland County Intermediate Retiree
Medical Benefits Trust Agreement (the "Trust Agreement") as is
permitted by paragraph 7 of the Trust Agreement.
FINANCE COMMITTEE
Motion carried unanimously on a roll call vote with Potts absent
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NOW, THEREFORE, BE IT RESOLVED BY THE HOARD
COMMISSIONERS OF THE COUNTY OF OAKLAND, MICHIGAN, AS FOLLOWS:
1. The 2007 Oakland County Intermediate Retiree Medical
Benefits Trust Agreement (the "Intermediate Trust Agreement") is
hereby amended as follows:
Paragraph 3 of the Intermediate Trust Agreement is amended
to read as follows:
"3. Contributions to the Intermediate Trust. The County,
as Grantor, shall cause the Funding Proceeds to be irrevocably
transferred to the Intermediate Trustees on the date of delivery
of the Certificates to the initial purchasers thereof. The
Intermediate Trustees shall receive such contributions made to
them on behalf of the County from the Funding Trust and shall
hold such funds as a separate trust designated as the
Intermediate Trust, and shall hold and administer such funds,
invest and reinvest such funds, and make distributions from such
funds only in accordance with the provisions of this Agreement.
The Intermediate Trustees shall receive, hold, invest and
administer as part of the Intermediate Trust, subject to the
terms of this Agreement, all income earned by the corpus of the
Intermediate Trust held by the Intermediate Trustees (and all
losses in the value of the corpus of the Intermediate Trust
shall be charged to the corpus of the Intermediate Trust), but
no other contributions to the Intermediate Trust from any source
shall be made to or accepted by the intermediate Trustees except
the following amounts:
The County may deposit in the Intermediate Trust an amount
on and after March 1, 2014 which amount when taken together with
the other assets held by the Trustees in the Trust will equal at
least $422,135,000. Once this amount is deposited it shall not
be invested in anything but U.S. Government Securities on and
after that date."
The foregoing Amendment to Trust shall be in the form
attached hereto as Appendix A and shall take effect on January
31, 2014.
2. The Oakland County Executive or any Deputy County
Executive, acting on behalf of the County Executive, or any one
or more of them, and each of them is, at any time hereafter and
without further action by or authority or direction from the
Board of Commissioners of the County, authorized to execute (by
manual or facsimile signature) and deliver the Intermediate
Trust Agreement in substantially the form presented at this
meeting, including such changes in or additions to such form
(including, but not limited to, completing any blanks therein)
as the officials executing the same may determine to be
necessary or advisable, and that the execution of the
Intermediate Trust Agreement by such officials on behalf of this
c)F-'
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County shall be conclusive evidence of their determination in
that respect.
3. The Oakland County Executive or any Deputy County
Executive, acting on behalf of the County Executive, or any one
or more of them, and each of them is, at any time hereafter and
without further action by or authority or direction from the
Board of Commissioners of the County, authorized to execute and
deliver or cause to be executed and delivered all such other and
further agreements, requests, statements, instruments and
documents and to do or cause to be done all such other and
further acts and things as any such official, attorney or agent
may determine to be necessary or advisable under or in
connection with the Intermediate Trust Agreement or this
resolution, and that the execution by any such official,
attorney or agent of any such agreement, request, statement,
instrument or document or the doing of any such act or thing
shall be conclusive evidence of his/her or their determination
in that respect.
4. This resolution shall take effect upon its adoption
and the signature of the Oakland County Executive indicating his
approval and shall be recorded in the minutes of the County as
soon as practicable after adoption.
Chairperson, on behalf of the Finance Committee I move the
adoption of the foregoing resolution.
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STATE OF MICHIGAN )
)ss.
COUNTY OF OAKLAND )
CERTIFICATION
The undersigned, being the Clerk of the County of Oakland,
hereby certifies that the foregoing is a true and complete copy
of a resolution duly adopted by the County of Oakland Board of
Commissioners at its meeting held on the
day of , 2012, at which meeting a quorum was
present and remained throughout and that an original thereof is
on file in the records of the County. I further certify that
the meeting was conducted, and public notice thereof was given,
pursuant to and in full compliance with Act No. 267, Public Acts
of Michigan, 1976, as amended, and that minutes of such meeting
were kept and will be or have been made available as required
thereby.
COUNTY CLERK
DATED: , 2012
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APPENDIX A
[GO TO R5-0AK248 FOR AMENDMENT TO INTERMEDIATE TRUST]
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APPENDIX A
AMENDMENT TO 2007 OAKLAND COUNTY INTERMEDIATE RETIREE
MEDICAL BENEFITS TRUST AGREEMENT
This Amendment to Trust Agreement is made, effective as of January 31, 2014,
by and between the County of Oakland, Michigan (the "County" or the "Grantor") and
the Trustees described in Section 2 below, or their successors. The word "Section"
means a section of this Agreement.
RECITALS:
WHEREAS, the Oakland County VESA (the "VEBA Trust') is a trust established
by the Oakland County VEBA Trust Agreement effective as of October 1, 2000 between
the County and the Trustees described therein (or their successors, the "VEBA
Trustees"), as amended, for the purposes of (i) accumulating the funds needed to pay
for Retiree Medical Benefits and (ii) receiving contributions for that purpose from the
Cou nty.
WHEREAS, the County currently pays for the benefits available to eligible
retirees and their eligible dependents under County-sponsored retiree medical benefit
plans ("Retiree Medical Benefits") by making contributions to the VEBA Trust; and
WHEREAS, pursuant to an enabling ordinance enacted by the Oakland County
Board of Commissioners on June 14, 2007 (the "Funding Ordinance") authorizing an
alternate funding mechanism for the County to amortize its estimated unfunded accrued
actuarial liabilities for Retiree Medical Benefits for certain retirees and certain active
employees of the County, and their eligible dependents, as of October 1, 2006 (the
"Designated Liabilities') over a period ending April 1, 2027 (the "Funding Period');
WHEREAS, thereafter on June 14, 2007 the Oakland County Board of
Commissioners approved a resolution authorizing the execution of this Agreement; and
WHEREAS, the County has authorized and entered into the 2007 Oakland
County Retiree Medical Benefits Contract (the "Contract") with the Funding Trust to
assist it in satisfying its contractual obligations to provide for Retiree Medical Benefits
and the County is making Contract Payments to the Funding Trust pursuant to the
Contract in order to satisfy its obligations to the Funding Trust;
WHEREAS, effective on July 31, 2007 the County established an intermediate
trust to irrevocably receive a certain amount of the net proceeds (the "Funding
Proceeds') from the sale by the 2007 Oakland County Retiree Medical Benefits
Funding Trust (the "Funding Trust") of its Taxable Certificates of Participation, Series
2007 (the "Certificates") and to hold, invest and distribute the Intermediate Trust
assets, all in accordance with this Trust Agreement, as it may be amended in
accordance with its terms (the "Agreement");
WHEREAS, on , 2012 the Oakland County Board of Commissioners
approved a -resolution authorizing an amendment to Paragraph 3 of the Agreement.
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NOW, THEREFORE, the County and the Intermediate Trustees agree as follows:
1. Paragraph 3 of the 2007 Oakland County intermediate Retiree
Medical Benefits Trust Agreement is amended to provide as follows:
3. Contributions to the Intermediate Trust. The County, as Grantor, shall
cause the Funding Proceeds to be irrevocably transferred to the Intermediate Trustees
on the date of delivery of the Certificates to the initial purchasers thereof. The
Intermediate Trustees shall receive such contributions made to them on behalf of the
County from the Funding Trust and shall hold such funds as a separate trust designated
as the Intermediate Trust, and shall hold and administer such funds, invest and reinvest
such funds, and make distributions from such funds only in accordance with the
provisions of this Agreement. The Intermediate Trustees shall receive, hold, invest and
administer as part of the Intermediate Trust, subject to the terms of this Agreement, all
income earned by the corpus of the Intermediate Trust held by the Intermediate
Trustees (and all losses in the value of the corpus of the Intermediate Trust shall be
charged to the corpus of the Intermediate Trust), but no other contributions to the
Intermediate Trust from any source shall be made to or accepted by the Intermediate
Trustees except the following amounts:
The County may deposit in the Intermediate Trust an amount on and after March
1, 2014 which amount when taken together with the other assets held by the Trustees in
the Trust will equal at least $422,135,000. Once this amount is deposited it shall not be
invested in anything but U.S. Government Securities on and after that date.
2. Applicable Law This Amendment shall be construed under the laws
the State of Michigan. Any provision of this Amendment prohibited by law shall be
ineffective to the extent of any such prohibition, without invalidating the remaining
provisions of this Amendment.
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IN WITNESS WHEREOF, the County and thP Trustees have caused this
Agreement, which constitutes an irrevocable grantor trust agreement, to be executed
effective as of the date first written above.
THE COUNTY OF OAKLAND, MICHIGAN
By:
Its:
TRUSTEES OF THE 2007 OAKLAND
COUNTY INTERMEDIATE RETIREE
MEDICAL BENEFITS TRUST
By:
L. Brooks Patterson
By:
By:
By:
By:
By:
By:
By:
VVe acknowledge reading the above Agreement,
and we agree to the provisions in it on the part
of the VEBA Trust and the VEBA Trustees (as
such terms are defined above), effective as of
the date first written above.
TRUSTEES OF THE OAKLAND COUNTY VEBA
By:
L. Brooks Patterson
By:
By:
By:
By:
By:
By:
By:
By:
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Resolution #12288 November 28, 2012
Moved by Crawford supported by McGillivray the resolutions (with fiscal notes attached) on the amended
Consent Agenda be adopted (with accompanying reports being accepted).
AYES: Crawford, Dwyer, Gershenson, Gingell, Gosselin, Hatchett, Hoffman, Jackson, Long,
Matis, McGillivray, Middleton, Nash, Nuccio, Potts, Quarles, River, Runestad, Scott, Taub,
Weipert, Woodward, Zack, Bosnic, Covey. (25)
NAYS: None. (0)
A sufficient majority having voted in favor, the resolutions (with fiscal notes attached) on the amended
Consent Agenda were adopted (with accompanying reports being accepted).
I ViEWLY AF7JVE- THE FOREGOING.RESOLUTI6
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
I, Bill Bullard Jr., 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 November
28, 2012, with the original record thereof now remaining in my office.
In Testimony Whereof, I have hereunto set my hand and affixed the seal of the County of Oakland at
Pontiac, Michigan this 28th day of November, 2012.
Bill Bullard Jr,. Oakland County