HomeMy WebLinkAboutResolutions - 2013.10.30 - 21087REPORT (MISC. #13280)October 30, 2013
BY: Human Resources Committee, John Scott, ChairpersonIN RE: RESOLUTION APPROVING THE 2013 SUPERSEDING OAKLAND COUNTY RETIREE
MEDICAL BENEFITS PLAN
To the Oakland County Board of Commissioners
Chairperson, Ladies and Gentlemen:
The Human Resources Committee, having reviewed the above referenced resolution on October
30, 2013, reports with the recommendation the resolution be adopted.
Chairperson, on behalf of the Human Resources Committee, I move the acceptance of the
foregoing report.
HUMAN RESOURCES COMMITTEE
Motion carried unanimously on a roll call vote.
MISCELLANEOUS RESOLUTION #13280 OctoberSO, 2013
BY: FINANCE COMMITTEE - Thomas Middleton, Chairperson
IN RE: RESOLUTION APPROVING THE 2013 SUPERSEDING OAKLAND COUNTY RETIREE
MEDICAL BENEFITS PLAN
TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS
Chairperson, Ladies and Gentlemen:
WHEREAS, the Oakland County VEBA (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 County; 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");
and
WHEREAS, the County established an intermediate trust (the "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 hoid, invest and distribute to the Intermediate Trust
(defined below) assets, all in accordance with such trust agreement, as it may be amended in accordance
with its terms; 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 exercising its essential
governmental function of providing post-retirement health benefits for its eligible employees, their
spouses and eligible dependents and in satisfying its contractual obligations to provide Retiree Medical
Benefits by issuing and selling the Certificates and the County has made Contract Payments to the
Funding Trust pursuant to the Contract in order to satisfy its obligations to the Funding Trust; and
WHEREAS, the Funding Trust provides:
In the event that any health care benefits plan, program or arrangement becomes
effective during the period that any Certificates are outstanding with the effect of
supplanting and superseding the County's obligations to pay for all of the costs of
providing retiree medical benefits (the Optional Prepayment Trigger), the Intermediate
Trust will have fulfilled its designated purpose, and then (i) all, or the applicable portion
(as the case may be), of the then existing assets of the Intermediate Trust, to the extent
no longer needed to pay future costs of providing County retiree medical benefits, shall
be deemed Surplus Intermediate Trust Assets, and (ii) if the County, at its option and in
its sole discretion, gives written notice to the Trustee, with a copy to the Trustees of the
Intermediate Trust, of the County's irrevocable election to optionally redeem all or a
portion (to the extent of the available Surplus intermediate Trust Assets) of the then
outstanding principal amount of the Certificates through an Optional Prepayment as
defined in the Contract, then the Intermediate Trust shall (A) transfer all or a portion (as
the case may be) of the available Surplus Intermediate Trust Assets to the Trustee as
such optional prepayment for and on behalf of the County and (B) promptly give written
notice thereof to the County.
WHEREAS, effective October 9, 2012, the Michigan legislature enacted an amendment to Public
Act No. 34 of the Public Acts of Michigan of 2001, as amended ("Act 34") into law. Said Act, as amended,
FINANCE COMMITTEE VOTE:
Motion carried unanimously on a roll call vote with Zack absent.
provided the County the power to take various actions in connection with refunding of the County's
existing contractual obligations under the Contract including establishing a new grantor trust to implement
the covering of the County's retirees health care liability which was the first step in permitting the County
to put in effect a new health care benefits "plan, program or arrangement" (the "Superseding Plan") which
will have the effect of supplanting and superseding the County's obligations under the Contract; and
WHEREAS, the County has issued $350,000,000 of refunding bonds (the "Refunding Bonds") for
the purpose of refunding, as permitted in Public Act No. 329 of the Public Acts of Michigan of 2012, the
existing obligations under the Contract which was the second step in implementing the Superseding Plan;
and
WHEREAS, the County is not at present contractually obligated to keep the VEBA Trust fully
funded and in fact the VEBA Trust has always had a retirees medical benefit ("RMB") unfunded actuarial
accrued liability ("UAAL") ever since the Certificates were issued; and
WHEREAS, as a part of a new "Plan, Program or Arrangement" the County intends to contract
with a new Superseding Trust to provide, through such Trust, a mechanism which will keep the VEBA
fund at a level where VEBA assets are always equal to at least 100% of the amount necessary to avoid
any RMB UAAL, if required through future ARC payments amortizing the UAAL until such time as the
UAAL is fully funded; and
WHEREAS, the County, as permitted by Act 34, created a new grantor trust, the 2013
Superseding Oakland County Retiree Medical Benefits Trust (the "Superseding Trust"), which will enter
into a new contract (the "Superseding Contract") with the County under which Superseding Contract, the
County will be obligated to the Superseding Trust to do the following:
A. Pay to the new grantor trust on April 1, 2014, an amount based on the
September 30, 2013 actuarial report received by the County from its actuary so that,
based on the actuarial assumptions contained therein, as of April 1, 2014 the VEBA
Trust will be fuiiy funded with no retiree medical benefits ("RMB") unfunded actuarial
accrued liability ("UAAL").
B. - In all future years, after April 1, 2014, transfer the actuarially required contribution
("ARC") as determined by the actuary to be made to the VEBA Trust no later than
eighteen months after the September 30th for which the actuarial report applies; and
WHEREAS, once the County enters into the Superseding Contract with the Superseding Trust
(which will require sufficient funds to be on deposit in the future in the VEBA Trust) the ultimate
beneficiaries of the new "plan, program or arrangement" (the County's employees and County's
taxpayers) are in a substantially better protected position than they are at the present.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE
COUNTY OF OAKLAND, MICHIGAN, AS FOLLOWS:
1. The 2013 Superseding Oakland County Retiree Medical Benefits Plan (the "Superseding
Plan"), described in Appendix A attached hereto is hereby approved.
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 and otherwise complete all of the remaining actions described in Appendix A to complete the
Superseding Plan (including, but not limited to) completing final action as the officials executing the same
may determine to be necessary or advisable, and thereafter to certify to the Oakland County Clerk that all
such actions have been completed which shall be conclusive evidence of the completion of the
Superseding Plan.
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 completion of the Superseding Plan 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, The Oakland County Clerk shall file the Certification described in paragraph 2 of this
resolution which shall be maintained as a complete record of the Superseding Plan including the date it
took effect.
5. This resolution shall take immediate effect upon its adoption and the signature of the
Oakland County Executive indicating his approval.
Chairperson, on behalf of the Finance Committee, I move adoption of the foregoing resolution.
FINANCE COMMITTEE
appendix a
the 2013 superseding oakland county
retiree medical benefits plan
step one
Public Act No. 329 of the Public Acts of Michigan enacted
into law on October 9, 2012, a copy of which is attached
hereto as Appendix A-l.
step two
Bond Resolution adopted by the Oakland County Board of
Commissioners effective November 28, 2012, a copy of which
is attached hereto as Appendix A-2.
STEP THREE
Issuance by the County of Oakland on September 27, 2013 of
$350,000,000 in Refunding Bonds described in Appendix A-3
attached hereto.
STEP FOUR
Deposit of assets in the Oakland County VEBA TRUST on
September 30, 2013, as described in Appendix A-4 attached
hereto.
STEP FIVE
Adoption of a resolution on October 2, 2013, by the Oakland
County Board of Commissioners approving the creation of a
2 013 Superseding Oakland County Retiree Medical Benefits
Trust, a copy of which is attached hereto as Appendix A-5.
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vi.step six
Adoption of a resolution on October , 2013, by the
Oakland County Board of Coramiesioners approving a
Superseding Contract between the County and the 2 013
Superseding Oakland County Retiree Medical- Benefits Trust,
a copy of which is attached hereto as Appendix A-6.
vii. step seven
Execution of the Superseding Contract between the County of
Oakland and the 2 013 Superseding Oakland County Retiree
Medical Benefits Trust, a copy of which is attached hereto
as Appendix A-7.
viii. step eight
Certification by the County Executive as to the completion
of steps one through seven are complete and that the
Superseding Plan is in effect.
[NOTE: Once the Superseding Plan takes effect, a number of
other steps will be taken each year to carry on the
Superseding Plan.]
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appendix a-l
Act No. 329
Public Acts of 2D12
Approved by the Governor
Octobers, 2012
Filed with the Secretary of State
October 9,2012
EFFECTIVE DATE: October 9, 2012
STATE OF MICHIGAN
96TH LEGISLATURE
REGULAR SESSION OP 2012
Introdixced by Senator Colbeck
ENROLLED SENATE BILL No. 1129
AN ACT to amend 2001 PA 34, entitled "An. act relative to the borrowing of money and the issuance of certain debt
and securities; to provide for tax levies and sinking funds; to prescribe powers and duties of certain departments, state
agencies, officials, and employees; to impose certain duties, requirements, and filing fees upon political subdivisions of
this state; to authorize the issuance of certain debt and securities; to prescribe penalties; and to repeal acts and parts
of acts/' by amending sections 103, 305, and 503 (MGL 141.2103,141.2305, and 141.2503) and by adding section 518.
The People of the State of Michigan enact:
Sec. 103. As used in this act:
(a) "Assessed value", "assessed valuation", "valuation as assessed", and "valuation as shown by the last preceding
tax assessment roll", or similar terms, used in this act, any statute, or charter as a basis for computing limitations upon
the taxing or borrowing power of any municipality, mean the state equalized valuation as determined under the general
property tax act, 1893 PA 206, MCL 211.1 to 211.155.
(b) "Chief administrative officer" means that term as denned in section 2b of the uniform budgeting and accounting
act, 1968 PA 2, MCL 141.422b.
(c) "Debt" means all borrowed money, loans, and other indebtedness, including principal and interest, evidenced by
bonds, obligations, refunding obligations, notes, contracts, securities, refunding securities, municipal securities, or
certificates of indebtedness that are lawfully issued or assumed, in whole or in part, by a municipality, or will be
evidenced by a judgment or decree against the municipality.
(d) "Debt retirement fund" means a segregated account or group of accounts used to account for the payment of,
interest on, or principal and interest on a municipal security.
(e) "Deficit" means a situation for any fund of a municipality in which, at the end of a fiscal year, total expenditures,
including an accrued deficit, exceeded total revenues for the fiscal year, incmding any surplus carried forward.
(f) "Defined benefit plan" means a retirement program other than a defined contribution plan.
(g) "Defined contribution plan" means a retirement program that provides for an individual account for each
participant and for benefits based solely upon the amount contributed to the participant's account, and any income,
expenses, gains, and losses credited or charged to the account, and any forfeitures of accounts of other partidpants that
may be allocated to the participant's account.
(h) "Department" means the department of treasury.
(i) "Fiscal year" means a 12-month period fixed by statute, charter, or ordinance, or if not so fixed, then as determined
by the department.
(147)
0) "Governing body" means the county board of commissioners of a county; the township board of a township; the
council, common council, or commission of a city; the council, commission, or board of trustees of a village; the board of
education or district board of a school district; the board of an intermediate school district; the board of trustees of a
community college district; the county drain commissioner or drainage board of a drainage district; the board of the
district library, the legislative body of a metropolitan district; the port commission of a port district; and, in the case of
another governmental authority or agency, that official or official body having general governing powers over the
authority or agency.
(k) "Health care trust fund" means a trust or fund created in accordance with the public employee health care fund
investment act, 1999 PA 149, MCL 38.1211 to 38.1216, or other state or federal statute, and used exclusively to provide
funding for postemployment health care benefits for public employee retirees of a county, city, village, or township.
A health care trust fund also includes the retiree health fund vehicle administered by the municipal employees retirement
system described in the municipal employees retirement act of 1984,1984 PA 427, MCL 38.1501 to 38.1555, for a county,
city, village, or township that has adopted the municipal employee retirement system to provide funding for
postemployment health care benefits for public employee retirees.
(I) "Municipal security" means a security that when issued was not exempt from this act or former 1943 PA 202 by
the provisions of this act or by former 1943 PA 202 or by the provisions of the law authorizing its issuance and that ispayable from or secured by any of the following:
(i) Ad valorem real and personal property taxes.
(w) Special assessments.
(in) The limited or unlimited full faith and credit pledge of the municipality.
(iv) Other sources of revenue described in this act for debt or securities authorized by this act.
(m) "Municipality" means a county, township, city, village, school district, intermediate school district, community
college district, metropolitan district, port district, drainage district, district library, or another governmental authority
or agency in this state that has the power to issue a security. Municipality does not include this state or any authority
agency, fund, commission, board, or department of this state,
(n) "Outstanding security" means a security that has been issued, but not defeased or repaid, including a security
that when issued was exempt from this act or former 1943 PA 202, by the provisions of this act or by former 194*3
PA 202 or by the provisions of the law authorizing its issuance.
(0) "Qualified status" means a municipality that has filed a qualifying statement under section 303 and has beeii
determined by the department to be qualified to issue municipal securities without further approval by the departmeni.
(p) "Refunding security" means a municipal security issued to refund an outstanding security,
(q) "Retirement program" means a program of rights and obligations which a county, city, village, or township
establishes, maintains, or participates in and which, by its express terms or as a result of surrounding circumscances,
does 1 or more of the following:
(1) Provides retirement income to participants.
(ii) Results in a deferral of income for periods extending to the termination of covered employment or beyond,
(r) "Security" means an evidence of debt such as a bond, note, contract, obligation, refunding obligation, certificate
of indebtedness, or other similar instrument issued by a municipality, which pledges payment of the debt by the
municipality from an identified source of revenue.
(s) "Sinking fund" means a fund for the payment of principal only of a mandatory redemntion security.
(t) "Taxable value" means the taxable value of the property as determined under section 27a of the general property
tax act, 1893 PA 206, MCL 211.27a,
(u) "Unfunded accrued health care liability" means the difference between the assets and liabilities of a health care
trust fund as determined by an actuarial study according to the most recent governmental accounting standards board's
applicable standards.
(v) 'Unfunded pension liability" means the amount a defined benefit plan's liabilities exceed its assets according to
the most recent governmental accounting standards board's applicable standards.
Sec, 305, (1) A municipal security authorized by law to be issued by a municipality may, notwithstanding the
provisions of a charter, bear no interest as provided in this section or a rate of interest not to exceed a maximum rate
established by the governing body of the issuing municipality as set forth in its resolution or ordinance authorizing the
issuance of the municipal security, which rate shall not exceed 18% per annum or a per annum rate determined by the
department at the request of the municipality, whichever is higher, In making its determination, the department shall
establish a rate that shall bear a reasonable relationship to 80% of the adjusted prime rate determined by the department
under section 23 of 1941 PA 122, MCL 205.23, Except as otherwise provided in this section, the rate determined by the
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department shall be conclusive as to the maximum rate of interest permitted for a municipal security issued under this
act.
(2) Except as provided in subsection (3), a municipal security issued under this act shall not be sold at a discount
exceeding 10% of the principal amount of the municipal security. The amortization of the discount shall be considered
interest and shall be -within the interest rate limitation set forth in subsection (1).
(3) A municipal security may be sold at a discount exceeding 10% of the principal amount of the municipal security
only if 1 or more of the following conditions apply, as determined by the department:
(a) The sale will result in the more even distribution for the municipality of total debt service on proposed and
outstanding municipal securities.
(b) The sale will result in an interest cost savings when compared to the best available alternative that does not
include a municipal security being sold at a discount exceeding 10% of the principal amount.
(c) The issuance is based on the availability of specific revenues previously pledged for another purpose and lawfully
available for this purpose.
(d) The municipal security is issued to this state or the federal government to secure a loan or agreement.
(e) The municipa] security is issued pursuant to section 518.
(4) A municipal security issued in accordance with subsection (3)(a)1 (b), or (c) shall be rated investment, grade by a
nationally recognized rating agency or have insurance for payment of the principal and interest on the municipal
security to the holders of the municipal security.
(5) Notwithstanding any other provision of this section, a municipal security meeting the requirements of
subsection (3) that is a refunding security shall not have a maturity that exceeds the maturity of the existing municipal
security.
(6) Not more than 25% of the total principal amount of any authorized issue of a municipal security shall meet the
qualifications under subsection (3)(a), (b), and (c).
(7) A municipal security may bear no interest if sold in accordance with a federal program by which the holder of
the municipal security, as a result of holding the municipal security, may declare a credit against a federal tax.
(8) A municipa], security may bear no interest and appreciate as to principal amount if it meets the requirements of
subsections (3), (4), and (6). The accreted principal amount of a municipal security shall be considered interest and shall
be within the interest rate limitations provided in subsection (1).
Sec. 50S, (1) Municipal securities of a single issue may mature serially or be subject to mandatory redemptions, or
both, with maturities as fixed by the governing body of the municipality. In any case, the first maturity or mandatory
redemption date shall occur not later than 5 years after the date of issuance, and the total principal amount maturing'
or subject to mandatory redemption in any year after 4 years from the date of issuance shall not be less than 1/5 of the
total principal amount maturing or subject to mandatory redemption in any subsequent year.
(2) In the resolution authorizing the issuance of a municipal security, the governing body of the municipality may
provide that the municipality may purchase municipal securities in the open market at a price not greater than that
payable on the next redemption date in order to satisfy all or part of the next succeeding scheduled mandatory
redemption.
(3) The governing body of the municipality may provide that some or all of the principal amounts maturing in any
year may be redeemed at the option of the municipality at the times, on the terms and conditions, and at the price as
provided by resolution of the governing body, except that a municipality shall not agree to pay a premium exceeding
3% of the principal amount being redeemed.
(4) All outstanding and authorized municipal securities of a school district payable out of taxes may be treated as a
single issue for the purpose of fixing maturities. Several series of municipal securities issued under the same authorization
may be treated as a single issue for the purpose of fixing maturities.
(5) A municipal security issued by a school district that is sold in accordance with a federal program hi which the
holder of the municipal security, as a result of holding the municipal security, may declare a credit against a federal tax
is exempt from the provisions of subsection (1) if the school district deposits in trust payments to provide for the
repayment of the municipal security and the first required payment shall occur not later than 5 years after the date of
issuance and each required payment in any year after 4 years from the date of issuance shall not be less than 1/5 of the
total required payment in any subsequent year.
(6) A municipal security issued by a county, city, village, or township pursuant to section 518 shall not be subject to
the maturity and mandatory redemption requirements of subsection (1).
Sec. 518. (1) Through December 31,2014, in connection with the partial or complete cessation of accruals to a defined
benefit plan or the closure of the defined benefit plan to new or existing employees, and the implementation of a defined
contribution plan, or to fund costs of a county, city, village, or township that has already ceased accruals to a defined
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benefit plan, a county, city, village, or township may by ordinance or resolution of its governing body, and without a vote
of its electors, issue a municipal security under this section to pay all or part of the costs of the unfunded pension
liability for that retirement program provided that the amount of taxes necessary to pay the principal and interest on
that municipal security, together "with the taxes levied for the same year, shall not exceed the limit authorized by law.
(2) Through December 31,2014, a county, city, village, or township may by ordinance or resolution of its governing
body, and without a vote of its electors, issue a municipal security under this section to pay the costs of the unfunded
accrued health care liability provided that the amount of taxes necessary to pay the principal and interest on that
municipal security, together with the taxes levied for the same year, shall not exceed the limit authorized by law or to
refund in whole or in part a contract obligation issued for the same purpose. Postemployment health care or benefits
may be funded by the county, city, village, or township. The funding of postemployment health care benefits by a county,
city, village, or township as provided in this act shall not constitute a contract to pay the postemployment health carebenefits.
(3) Before a county, city, village, or township issues a municipal security under this section, the county, city, village,
or township shall publish a notice of intent to issue the municipal security. The notice of intent and the rights of
referendum shall meet the requirements of section 517(2).
(4) Before a county, city, village, or township issues a municipal security under this section, the county, city, village,
or township shall prepare and make available to the public a comprehensive financial plan that includes all of thefollowing:
(a) An analysis of the current and future obligations of the county, city, village, or township with respect to each
retirement program and each postemployment health care benefit program of the county, city, village, or township.
(b) Evidence that the issuance of the municipal security together with other funds lawfully available will be sufficientto eliminate the unfunded pension liability or the unfunded accrued health care liability.
(c) A debt service amortization schedule and a description of actions required to satisfy the debt service amortization
schedule.
(d) A certification by the person preparing the plan that the comprehensive financial plan is complete and accurate.
(e) If the proceeds of the borrowing are to be deposited in a health care trust fund, a plan in place from the county,
city, village, or township to mitigate the increase in health care costs and may include a wellness program that promotes
the maintenance or improvement of healthy behaviors.
(5) Municipal securities issued under this section by a county, city, village, or township and the interest on and
income from the municipal securities are exempt from taxation by this state or a political subdivision of this state.
(6) The proceeds of a municipal security issued under this section may be used to nay the costs of issuance of the
municipal security, Except for a refunding, the proceeds of a municipal security issued under this section to cover
unfunded health care liability shall be deposited in a health care trust fund, a. trust created by the issuer which has as
its beneficiary a health care trust fund, or, for a county, city, village, or township, a restricted fund within a trust that
would only be used to retire the municipal securities issued under subsection (1) or (3). A county, city, village, or
township shall have the power to create a trust to carry out the purposes of this subsection. The trust created under
this subsection shall invest its funds in the same manner as funds invested by a health care trust fund. The trust createdunder this subsection shall comply with all of the following:
(a) Heport its financial condition according to generally accepted accounting principles.
(b) Be tax exempt under the internal revenue code.
(7) A county, city, village, or township issuing municipal securities under this section may enter into indentures or
other agreements with trustees and escrow agents for the issuance, administration, or payment of the municipalsecurities.
(8) Before a county, city, village, or township issues a municipal security under this section, the county, city, village,
or township shall obtain the approval of the department.
(9) If a county, city, village, or township has issued a municipal security under this section, that county, city, village,
or township shall not change the benefit structure of the defined benefit plan if the defined benefit plan is undergoing
the partial cessation of accruals. However, a county, city, village, or township may reduce benefits of the defined benefit
plan for years of service that accrue after the issuance of municipal securities under this section.
(10) A county, city, village, or township shall not issue a municipal security under subsection (1) or (2) unless the
county, city, village, or township has been assigned a credit rating within the category of A A or higher or the equivalent
by at least 1 nationally recognized rating agency.
(11) A county, city, village, or township that issues a municipal security under subsection (1) shall covenant with the
holders of the municipal security and tliis state that it will not, after the issuance of the municipal security and while
the municipal security is outstanding, rescind whatever action it has taken to make a partial or complete cessation of
accruals to a defined benefit plan or the closure of the defined benefit plan for new or existing employees.
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This act is ordered to take immediate effect.
Secretary of the Senate
Clerk of the House of Representatives
Approved
Governor
5
•I' I.
appendix a-2
MISCELLANEOUS RESOLUTION#1.22,99 Woveitiber 28f 2012
BY: Finance Committee, Tom M.iddleton, Chairperson
in re: bond resolution authorizing the county of oakland to
issue the county of oakland retirees health care refundingbonds, series 2013 (general obligation limited tax)
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 qualified retirees
and/or their spouses and dependents, as provided by the Oakland
County Merit System and its policies; and
WHEREAS, as permitted by Federal and State laws the Countyestablished a Voluntary Employees'" Beneficiary Association
("VEBA") to fund health care for qualified County retirees; and
WHEREAS, on July 31, 2007, the county entered into an
Indenture which established the 2007 Oakland County RetireesMedical Benefits Funding Trust {the "Funding Trust'7) which
issued $566,985,000 of Taxable Certificates of Participation
payable from contract payments from the County to be made
pursuant to a 2007 Oakland County Retirees Medical Benefits
Contract (the "Contract"} between the County and the Funding
Trust; and
WHEREAS, an amendment to Public Act No. 34 of the Public
Acts of 2001, as amended ("Act 34") enacted in October of 2012
permits the County to issue refunding bonds for the purpose ofproviding funds to refund the County's contract obligations
under the Contract which is described in Appendix A (theRefunding Project"); and
WHEREAS, on June 14, 2007 the Board approved the County's
entering into the 2007 Oakland County Intermediate Trust
Agreement (the "Intermediate Trust) a copy of which is attached
to this resolution as Appendix B, which was entered into July
31, 2007 which provides for the following! ¦
"In the event that any other health care benefits plan,
program or arrangement becomes effective during theremainder of the Funding Period with the effect of
supplanting and superseding the County's obligations to
pay for all of the costs of providing Retiree Medical
Benefits (the ^Optional Prepayment Trigger"), the
Intermediate Trust will have fulfilled its designated
purpose, and then (i). all, or the applicable portion, (as
the case may be), of the then existing assets of the
FINANCE COMMITTEE
Motion carried on a roll call vote with Zack and Woodward
voting no.
Intermediate Trust, to the extent no longer' needed to pay
future costs of providing Retiree Medical Benefits, shall
be deemed."Surplus Intermediate Trust Assets," and (ii) if
the County, at its option and in its sole discretion,
gives written notice to the trustee of the Funding Trust
(the "Funding' Trustee"), with a copy to the Intermediate
Trustees, of the County's irrevocable election to
optionally redeem all or a portion (to the extent of the
available Surplus Intermediate Trust Assets) of the then
outstanding principal amount of the Certificates through
an Optional Prepayment under and as defined in the
Contract, then the Intermediate Trustees shall (x)
transfer all or a portion {as the case may be) of theavailable Surplus Intermediate Trust Assets to the Funding
Trustee as such ' optional prepayment (the "OptionalPrepayment") for and, on behalf of the County and (y)
promptly give written notice thereof to the County."
WHEREAS, the County's Health Care Benefits 'Program (the
"Program") a copy of which is attached hereto as Appendix C will
have the effect of supplanting and superseding the County's
obligation to pay for all of the costs of providing Medical Care
Benefits in the next fifteen years; and
WHEREAS, it has been estimated that the Program will extend
for approximately 15 years and that the cost of the Retirees
Health Care Program and issuing the Refunding Bonds will not
exceed $485,000,000 to be provided by the proceeds from the sale
of Refunding Bonds by the County pursuant to Act -34? and
WHEREAS, under the Indenture which established the Funding
Trust once^ the Program is in effect the Intermediate Trust will
have fulfilled its designated purpose and the then existing
assets of the Intermediate Trust to the extent no longer needed
to pay future costs of providing Retiree Medical Benefits are
available for the County at its option to irrevocably elect to
redeem all or a portion of the then outstanding principal amount
of the Certificates of Participation issued by the Funding Truston July 31, 2007; and
WHEREAS, the County estimates that by entering into the
Refunding the County will be saving in excess of $100,000,000over the next fifteen years; and
WHEREAS, the County Executive will, before the County
issues any series of the Refunding Bonds, prepare and make
available to the public a comprehensive plan which will include
all of the requirements set forth in Section 518 subsection (4)of Act 34; and '
WHEREAS, the County proposes to approve the Retirees Health
Care Program and to incur new taxable debt to finance a portion
of the. costs of the Retirees Health Care Program.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF
COMMISSIONERS OF THE COUNTY OF OAKLAND, MICHIGAN, AS FOLLOWS:
Bond Details: Pursuant to Section 518 of Act 34, theRefunding Bonds of the County, aggregating not to exceed the
principal sum of $485, 000,000, shall be issued in one or more
series for the purpose of defraying the County's portion of the
cost of the Refunding Project. The Refunding Bonds shall be
known as "County of Oakland Retirees Health Care Refunding
Bonds, Series 2013 [and if more, than one' series is issued the
additional series shall be designated by the date 2013 and the
letter of the alphabet starting with "A"] {General Obligation
Limited Tax)" (the "Refunding Bonds") and shall be dated March
1, 2013 or such later date not more than eighteen calendar
months thereafter as the Oakland County Executive or his
designee hereafter (the vvCounty Executive") shall provide by
order. If the Refunding Bonds are delivered in 2014 the series
shall reflect that year. The Refunding Bonds shall be fully
registered Refunding Bonds, both as to principal and interest,
in any one or more denominations of $5, 000 or a multiple of
$5,000^ numbered from 1 upwards as determined by the County
Executive, regardless of rate and maturity date. The Refunding
Bonds of each series shall mature as directed by the County
Executive or his designee in his signed order.
The maximum amount of Refunding Bonds in one or more series
shall not exceed the amount necessary for the County to completethe Refunding.
The Refunding Bonds -shall be in substantially the form
attached hereto as EXHIBIT A with such changes, additions or
deletions as are not inconsistent with this resolution.
Once the County Executive signs an order for any series ofbonds, the official Notice of Sale attached as EXHIBIT B shall
be completed in accordance with such order.
2. _ Discount: The Refunding Bonds may be offered for sale
at a price of not less than 99% of the face amount thereof, andthe County Executive is authorized, in his discretion, to
provide for a higher minimum purchase price in the Notice ofSale for the Refunding Bonds.
(ji Interest Payment and Date of Record: The Refunding
Bonds shall bear interest payable as set forth in the order
signed by the^ County Executive in accordance with paragraph 1 of
this resolution, which interest shall not exceed 4,75% per
annum. Interest shall be paid by check or draft mailed to the
registered owner of each Bond as of the applicable date of
record, provided, however, that the County Treasurer may agree
with the bond ^registrar on a different method of payment. If
interest is paid differently, the Bond form attached as EXHIBIT
A and Notice of Sale form attached as EXHIBIT B shall be changedaccordingly.
3
The date of record for each interest payment shall be the
15th day of the calendar month preceding the date such paymentis due.
4' Prior Redemption: The Refunding Bonds shall , be
subject to redemption prior to maturity upon such ' terms and
conditions as shall be determined by order signed by the County
Treasurer and .the County Executive at the time of sale.
5' Reduction in Aggregate Amount of Refunding Bonds: Inthe event the cost of issuing the Refunding' Bonds shall be less
than the current projections and after this bond resolution hasbeen adopted it shall be determined by the County Executive that
the Refunding Project cost shall be less than such estimates,
the County Executive shall reduce the principal amount of the
Refunding Bonds by $5,000 denominations', one such denomination
for each maturity in any order of maturity, to the extent
required to avoid the issuance of more Refunding Bonds than will
be. required in light of the bids received, and the Notice ofSale shall be correspondingly altered.
6- Bond Registrar' and Paying Agent/Book Sntry Depository
Trust: The County Treasurer shall designate, and may enter into
an agreement with, a bond registrar and paying agent for the
Refunding Bonds (sometimes referred to as the "Bond Registrar")
which shall ^ be a bank or trust company located in the State ofMichigan 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 from time to time as required may designate
a similarly qualified successor bond registrar and paying agent.
The ^Refunding Bonds shall be deposited with a depository trustee
designated by^the County Treasurer who shall transfer ownership
of interests in the Refunding Bonds by book entry and who shall
issue depository trust receipts or acknowledgments to owners of
interests in the Refunding Bonds. Such book entry depository
trust arrangement, and the form of depository trust receipts or
acknowledgments^ shall be as determined by the County Treasurer
after consultation with the depository trustee. The depository
trustee may be the same as the Bond Registrar otherwise named by
the County Treasurer, and the Refunding Bonds may be transferred
m part by depository trust and in part by transfer of physical
certificates as the County Treasurer may determine.
7' Transfer or Exchange of Refunding Bonds: Any bond
shall be ^ transferable on the bond register maintained by the
Bond Registrar with respect to the Refunding Bonds upon the
surrender of the Bond to the Bond Registrar together with an
assignment executed by the registered owner or his or her duly
authorized attorney in form satisfactory to the Bond Registrar.
Upon receipt _of a properly assigned Bond the Bond Registrar
shall authenticate and deliver a new Bond or Refunding Bonds in
equal_ aggregate principal amount and like interest rate and
maturity to the designated transferee or transferees.
4
Refunding Bonds may likewise be exchanged for one or more
other Refunding Bonds^ with the same interest rate and maturity
in authorized denominations aggregating the same principal
amount as the Bond or Refunding Bonds being exchanged. Such
exchange shall be effected by surrender of the Bond to be
exchanged to the Bond Registrar 'With written instructions signed
by the registered owner of the Bond or his or her attorney in
form satisfactory to the Bond Registrar. Upon receipt of a Bond
with proper written instructions the Bond Registrar shall
authenticate and deliver a new Bond or Refunding Bonds to the
registered owner of the Bond or his or her properly designated
transferee or transferees or attorney.
Any service charge made by the Bond Registrar for any suchregistration, transfer or exchange shall be paid for by theCounty, unless otherwise agreed by the County and the Bond
Registrar. The Bond Registrar may, however, require payment bya bondholder of a sum sufficient to cover any tax or other
governmental charge payable in connection with any such
registration, transfer or exchange.
8• Mutilated, Lost, Stolen or Destroyed Refunding Bonds:
In the event any Bond is mutilated, lost, stolen or destroyed,'
the Chairperson of the Board of Commissioners and the Clerk of
the County may, on behalf of the County, execute and deliver, a
new Bond having a number not then outstanding, of like date
maturity and denomination as that mutilated, lost, stolen ordestroyed.
In the case of a mutilated Bond, a replacement Bond shallnot be delivered unless and until such mutilated Bond is
surrendered to the Bond Registrar, In the case of a lost,
stolen or destroyed Bond, a replacement Bond shall not be
unless i and until the County and the Bond Registrar
snail have received such proof of ownership and loss and
indemnity as they determine to be sufficient, which shall
consist at least of (i)^ a lost instrument Bond for principal and
interest remaining unpaid on the lost, stolen or destroyed Bond;
(11) an affidavit of the registered owner (or his or her
attorney) setting forth ownership of the Bond lost, stolen or
destroyed and the_circumstances under which it was lost, stolen
or destroyed; (iii) the agreement of the owner of the Bond (or
his or her attorney) to fully indemnify the County and the Bond
Registrar against loss due to the lost, stolen or destroyed Bond
a2 Jt :LSSuance any replacement Bond; and (iv) the agreementox the owner of the Bond (or his or her attorney) to pay all
expenses of the County and the Bond Registrar in connection with
the replacement, including the transfer and exchange costs which
otherwise would be paid by the County.
_ . Execution and Delivery: The Chairperson of the Board
of Commissioners and the Clerk of the County are hereby
authorized and directed to execute the Refunding Bonds for and
5
on behalf of the County by manually executing the same or by
causing their facsimile signatures to be affixed. If facsimile
signatures are used, the Refunding Bonds shall be authenticated
by the Bond Registrar before delivery. The Refunding Bonds
shall be sealed with the County's seal or a facsimile thereof
shall be imprinted thereon. When so executed and (if facsimile
signatures are used) authenticated, the Refunding Bonds shall be
delivered to the County Treasurer, who is hereby authorized and
directed^ to deliver the Refunding Bonds to the purchaser uponreceipt in full of the purchase price.'for the Refunding Bonds,
10 - Source of Repayment: The County agrees to pledge for
the repayment of the Refunding Bonds sufficient amounts of
County taxes levied each year provided that the amount of taxes
necessary to pay ^ the principal and interest on the Refunding
Bonds, together with the other taxes levied for the same year,
shall not exceed the limit authorized by law. In addition, the
Refunding Bonds shall be secured by the General Fund of the
County and shall be known as "General Obligation Limited TaxRefunding Bonds."
11- Principal and Interest Fund: All monies set aside by
the County toward the cost of the Refunding .Project shall be
kept by the County in a separate fund hereby established, 'to be• known^ as_ the "Principal and Interest Fund." All moneys in the
Principal and Interest Fund shall be kept in a separate
depository account with one or more banks or trust companieswhere the principal of and interest on the Refunding Bonds are
payable, and such moneys shall be used solely for the payment of
the principal of and interest on the Refunding Bonds and
expenses incidental thereto. All accrued interest and the
premium, if any, received from the purchaser of the Refunding
Bonds shall be deposited in the Principal and Interest Fund upon
receipt. Capitalized interest, as determined pursuant to
Section 6, shall be deposited in the Principal and InterestFund.
1?- Refunding Project Fund: There is hereby established a
Refunding Project Fund into which all proceeds of the borrowing
shall be deposited, except the accrued interest on the Refunding
Bonds and premium/ if any, received from the purchaser of the
Refunding Bonds and any capitalized interest. All moneys in the
Refunding Project Fund shall be used solely for the payment in
full of costs of the Refunding Project, including the costs of
issuing the Refunding .Bonds. At the time of delivery of any
series ^ of Refunding Bonds the proceeds deposited into the
Refunding Project Fund shall on the same date be transferred an
Escrow Agent who will distribute the amounts needed to carry out
the Refunding Project and the Program to the VEBA and the
Intermediate Trust and pay the costs of issuance for any series
of Refunding Bonds. Surplus moneys remaining in the Refunding
Project Fund after completion of the Refunding Project and
payment in full of the costs of the Refunding Project (or
6
provision for such payment) shall be deposited in the Principaland Interest Fund.
13- Investments: Moneys in the Principal and Interest
Fund and the Project Fund may be continuously invested and
reinvested in the United States government obligations,
obligations the principal of and interest on which are
unconditionally guaranteed by the. United States government, or
in interest-bearing time deposits selected by the County
Treasurer which are permissible investments for surplus funds
under Act No. 20 of the Public Acts of 1943r as amended. Such
investments shall mature, or be subject to redemption at the
option of the holder, not later than (a) in the case of the
Principal and Interest Fund, the dates moneys in such fund will
be required to pay the principal of and interest on the
Refunding Bonds, and (b) in the case of the Project Fund, the
estimated dates when moneys in such fund will be required to paycosts of the Refunding Project. Obligations purchased as an
investment of moneys in the Principal and Interest Fund or the
Project Fund, as the case may be, shall be deemed at all times
to be a part of such fund, and the interest accruing thereon and
any profit realized from such investment shall be credited to
such fund.
.14-, Depositories: All of the banks located in the State
of Michigan are-hereby designated as permissible depositories of
the moneys in the funds established by this Resolution. ¦ The
County Treasurer shall select the depository or depositories to
be used from those banks authorized in this Section.
15. Defeasance or Redemption of Refunding Bonds: If atany time,
(a) the whole amount of the principal of and interest
on all outstanding Refunding Bonds shall be paid,or
(b) (i) sufficient moneys, or Government Obligations
(as defined in this Section) not callable prior
to^ maturity, the principal of 'and interest on
which when due and payable will providesufficient moneys, to pay the whole amount of the
principal of and premium, if any, and interest onall outstanding Refunding Bonds as and when due
at maturity or upon redemption prior to maturityshall be deposited with and held by a trustee or
an^ escrow agent for the purpose of paying the
principal of and premium, if any, and interest on
such Refunding Bonds as and when due, and (ii) in
the case of redemption prior to maturity, alloutstanding Refunding Bonds shall have been duly
called ^ for redemption (or irrevocableinstructions to call such Refunding Bonds for
redemption shall have been given)
7
then, at the time of the payment referred to in clause (a) of
this Section or of the deposit referred to in clause (b) of this
Section, the County shall be released from all further
obligations under this resolution, and any moneys or other
assets then held or pledged pursuant to this resolution, for the
purpose of paying the principal of and interest on the Refunding
Bonds (other than the moneys deposited with and held by a
trustee or an escrow agent as provided in clause (b) of this
Section) shall be released from the conditions of this
resolution, paid over to the County and considered excess
proceeds of the Refunding Bonds. In the event moneys or
Government Obligations shall be so deposited and held, the
trustee ^ or escrow agent holding such moneys or GovernmentObligations shall, within 30 days after such moneys or
Government Obligations shall, have been so deposited, cause a
notice signed by it to be given to the registered holders
thereof not more than sixty (60) days and nor less than forty-
five (45) days prior to the redemption setting forth (x) the
date or dates, if any, designated for the redemption of the
Refunding Bonds, (y) a description of the moneys or Government
Obligations so held by it and (z) that the County has been
released from its obligations under this resolution. All moneysand Government Obligations so deposited and held shall be held
in trust and applied only to the payment of the principal of and
premium, if any,^ and interest on the Refunding Bonds at maturity
or upon redemption prior to maturity, as the case may be, asprovided in this Section.
The trustee or escrow agent referred to in this Section
shall (a) be a bank or trust company permitted by law to offer
and offering the required services, (b) be appointed by
resolution of Lhe County, and (c) at the time of its appointment
and so long as it is serving as such, have at least $25,000, 000
of capital and unimpaired surplus. The same bank or trust
company may serve as trustee or escrow agent under this' Section
and as^ Bond Registrar so long as it is otherwise eligible toserve m each such capacity.
As used in this Section, the term "Government Obligations"
means direct obligations of, or obligations the principal of and
interest on which are unconditionally guaranteed by, the UnitedStates of America.
• Filing with Municipal Finance Division: The County
Executive is authorized and directed to:
(a) apply to the Municipal Finance Division of the
Michigan Department of Treasury for approval ofthe sale of the Refunding Bonds;
(b) file with such application all requiredsupporting material; and
8
(c). pay all fees required in connection therewith.
17. Notice of Sale: Sealed bids for the purchase of the
Refunding Bonds shall be accepted up to a time to later be
determined by the 'County Treasurer. Notice of the sale shall be
published once in accordance with law in the Bond Buyer, in
substantially the form attached as EXHIBIT B to this Resolution.-
The County Treasurer, after conferring with . Bond Counsel, may
make such changesi to the attached Notice of Sale, or cause it to
be published in additional publications, as he deemsappropriate.
^8. Award of the Refunding Bonds. Once all bids are
received, the County Treasurer and the County Executive or his
designee are authorized to jointly award the Refunding Bonds to
the bidder who bid produces the lowest true interest cost to the
County by signing an order in the form attached hereto asEXHIBIT C.
IS- Approval of Expenditures. The County Executive or his
designee shall have the authority to approve all expendituresrelating to the Refunding Project.
20. Completion of Attached Forms. The County Executive orhis designee or the County Treasurer are authorized fill in the
blanks in EXHIBIT A - Form of Bond, EXHIBIT B - Form of Notice
of Sale, and EXHIBIT C - Award Order prior to executing and
filing these documents with the Oakland County Clerk.
21 * Comprehensive Health Care Plan. Before the County
issues any ^ series of the Refunding Bonds, the County Executive
or his^ designee shall prepare and make available to the Public
by filing in the office of the County Clerk and posting on the
County's web-site all of the following:
(a) An analysis of the current and future obligations of
the County with respect to each postemployment health carebenefit program of the County,
(b) Evidence that the issuance of the municipal security
together with other funds lawfully available will be
sufficient to eliminate the unfunded accrued health careliability.
(c) A debt service amortization schedule and a descriptionof actions required to satisfy the debt service
amortization.schedule.
(d) A certification by the person preparing the plan that
the comprehensive financial plan is complete and accurate.
(e) If the proceeds of the borrowing are to be deposited
in a health care trust fund, a plan in place from the
9
County to mitigate the increase in health care costs and
may include a wellness program that promotes the
maintenance or improvements of healthy behaviors,
22- Escxow Agreement; Redemption of Contract ObXig-ations,In order that the Contract Obligations may be properly defeased
in accordance with Act 34, the County shall enter into an escrow
agreement as may be determined by the County Executive or his
designee (the "Escrow Agreement")r with a bank or trust company
designated by the County Executive or his designee, The Escrow
Agreement shall ^ be in substantially the form attached .asAppendix D to this Resolution (with such. changes, modifications
and_ additions as may be approved by the County Executive hisdesignee) . The Escrow Agreement shall be completed with
appropriate figures prior to execution on behalf of the Countyby the County Executive or his designee.
Upon execution of the .Escrow Agreement and delivery of the
Refunding Bonds, the County and/or the Escrow Agent shall take
all necessary steps to cause the Contract Obligations to be
redeemed at the earliest possible redemption date or dates,
23. Conflicting Resolutionsÿ All resolutions and parts of
resolutions in conflict with the foregoing -are hereby rescinded.
Effective Data. This Resolution shall become
effective immediately 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 practicableafter adoption.
Chairperson, on behalf of the Finance Committee, I moveadoption of the foregoing resolution.
FINANCE COMMITTEE
10
STATE OF MICHIGAN )
) s s.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 20^ , at which meeting a quorum was
present and remained throughout and that an original thereof ison 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 • requiredthereby. ¦
COUNTY CLERK
DATED: r 20
las.r2-oak248
11
EXHIBIT A[FORM OF BOND]UNITED STATES OF AMERICA - STATE OF MICHIGAN - COUNTY OF OAKLAND
COUNTY OF OAKLAND
RETIREES HEALTH CARE REFUNDING BOND, SERIES 20(GENERAL OBLIGATION LIMITED TAX)
No.
Rfl-EE MATURITY DATE DATE OF ISSUANCE CUSIP
REGISTERED OWNER:
PRINCIPAL AMOUNT:
FOR VALUE RECEIVED, the County of Oakland, (the "County") ,
State of Michigan, hereby acknowledges itself indebted andpromises to pay (but only from the sources referred to herein)
on the Maturity Date specified above, unless paid prior thereto
as hereinafter provided, to the Registered Owner specified
above, or its registered assigns, the Principal Amount specified
•above upon presentation and surrender of this Refunding Bond at
the principal corporate trust office of ,
t Michigan, as paying agent and bond registrar (the "Bond
Registrar"), ^ together with interest thereon to the RegisteredOwner of this Refunding Bond, as shown on the books of theCounty maintained by the Bond Registrar, on the applicable date
of record from the Date of Issuance specified above, or suchlater date through which interest has been paid, at the Rate per
annum specified above, coimnencing l, , andsemiannually thereafter on the first, day of and
in each year to and including the Maturity Date or earlier-
redemption of this Refunding Bond. The date of record for each
payment of interest shall be the 15th day of the month preceding
the date^such payment- is due. Interest is payable by check or
draft mailed by the Bond Registrar to the Registered Owner at
the address shown on the books of the County maintained by the
Bond Registrar on the applicable date of record and shall be
calculated on the basis of a 360-day year consistincr of twelve(12) thirty (30) day months.
This Refunding Bond is one of a series of Refunding Bonds
of like date and tenor except as to denomination, date of
maturity and interest rate, nurnbered from 1 upwards, aggregatingthe principal sum of
Dollars ($ ), issued by the County, pursuant to and infull conformity with the Constitution and Statutes of the State
of Michigan and especially Section 518 of Act No. 34, Public
1
Acts of Michigan, 2001, as amended (the "Act"), for the purposeof
which Ti located In , Michigan (the "RefundinaProject").
This Refunding Bond and the series of which this is one are
payable asfollows:
which^ are hereby irrevocably pledged for the payment of the
principal of, premium, if any, and interest on the Refunding
Bonds. To secure payment of the principal of, premium, if any,
and interest on the Refunding Bonds. The
pledged to the payment of the principal of; premium, if any,
and interest on the Refunding Bonds shall be and remain subject
to the statutory lien until the principal of, premium, if any,
and interest on the- Refunding Bonds have been paid in full. The
limited tax full faith and credit of the County has been pledged
for the making of such payments, and the County is obligated to
levy ad valorem taxes in such amounts as shall be necessary for
the making of such cash rental payments. HOWEVER, NO TAXES MAYBE LEVIED IN EXCESS OF CONSTITUTIONAL AND STATUTORY LIMITS. In
addition, the Refunding Bonds shall be secured by the GeneralFund of the County and shall be known as "General ObligationLimited Tax Refunding Bonds."
The County hereby covenants with the holders of the
Refunding Bonds that so long as any of the Refunding Bonds
remain outstanding and unpaid that it will not change the
benefit structure of any existing County defined benefit -plan
except that the County may reduce benefits of the defined
benefit plan for years of service that accrue after the issuance
•of the Refunding Bonds.
{The Refunding Bond shall be subject to redemption prior tomaturity upon such terms and conditions as shall be determined
by the County Executive at the time of sale.}
This Refunding Bond shall be transferable on the books of
the County maintained by the Bond Registrar upon surrender ofthis Refunding Bond to the Bond Registrar together with an
assignment executed by the Registered Owner or his or her duly
authorized attorney in form satisfactory to the Bond Registrar.
Upon receipt ^of a properly assigned bond, the Bond Registrarshall authenticate and deliver a new Refunding Bond or Refunding
Bonds in authorized denominations in equal aggregate principalamount and like interest rate and maturity to the designated
transferee or transferees.
This Refunding Bond may likewise be exchanged for one or
more other Refunding Bonds with the same interest rate and
maturity in authorized denominations aggregating the same
2
principal amount -as the Refunding Bond or Refunding Bonds being
exchanged. Such exchange shall be effected by surrender of theRefunding Bond to be exchanged to the Bond Registrar with
written instructions signed by the Registered Owner of the
Refunding Bond or his or her attorney in form satisfactory • to
the Bond Registrar. Upon receipt of a Refunding Bond with
proper _ written instructions the Bond Registrar shall
authenticate and deliver a new Refunding Bond or Refunding Bonds
to the Registered Owner of the Refunding Bond or his or her
properly designated transferee or transferees or attorney.
The Bond Registrar is not required to honor any transfer or
exchange of Refunding Bonds during the fifteen (15) days
preceding an interest payment date. Any service charge made by
the Bond Registrar ^ for any such registration, transfer of
exchange shall be paid for by the County (subject, however, to
reimbursement by the County pursuant to the Lease), unless
otherwise agreed upon by the County and the Bond Registrar. The
Bond Registrar may, however, require payment by a bondholder of
a sum sufficient to cover any tax or other governmental charge
payable in connection with any such registration, transfer or
exchange.
This Refunding Bond shall not be valid or become obligatory
for any purpose or be entitled to any security or benefit until
the certificate of authentication hereon has been duly executed
by the Bond Registrar, as authenticating agent.
It is hereby certified, recited and declared that all
things, conditions and acts required to exist, happen and be
performed precedent to and in connection with the issuance ofthis Refunding Bond and the other Refunding Bonds of this
series, existed, have happened and have been performed in due
time, form and manner as required by the Constitution and
Statutes of the State of Michigan, and that the total
indebtedness of the County, including this series of Refunding
Bonds, does not exceed any constitutional or statutorylimitation. *'
IN WITNESS WHEREOF, the County of Oakland, State ofMichigan by its Board of Commissioners has caused this Bond to
be executed in its name with the facsimile signatures of itsChairperson of the Board of Commissioners and its Clerk and has
caused- a facsimile of its seal to be affixed hereto, and hascaused this Refunding Bond to be authenticated by the Bond
Registrar, as the County's authenticating agent, all as of theDate of Issuance set forth above.
COUNTY OF OAKLAND
By:
Chairperson of the Board ofCommissioners[SEAL]
3
By:
'Clerk
DATE OF AUTHENTICATION:
BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION
This Refunding Bond is one of the series of.Refunding Bondsdesignated "County of Oakland Retirees Health Care Refunding
Bonds, Series 20 (General Obligation Limited Tax).."
, Michigan
^ as Bond Registrar and Authenticating Agent
Authorized Representative
CERTIFICATE
The above is a true copy of the legal opinion of Axe &
Ecklund, P.C., a true copy.of which was .delivered on the date of
delivery of.the Refunding Bonds to which it relates.
BY:
Clerk
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns
and transfers unto this Refunding Bond and
all rights hereunder and hereby irrevocably constitutes and
appoints attorney to transfer thisRefunding Bond on the books kept for registration thereof withfull power of substitution in the premises.
Dated:
Signature:
Notice: The signature(s) to this assignment must correspond
with the name as it appears upon the face of this Refunding Bond
in every particular, without alteration or enlargement or anychange whatsoever.
Signature Guaranteed:
Signatures) must ^ be guaranteed by an eligible guarantor
institution participating in a Securities Transfer Association
recognized signature guarantee program.
The transfer agent will not effect transfer of this Refunding
Bond unless the information concerning the transferee requestedbelow is provided:
4
Name and Address:
{Include information for all joint owners if bond is held byjoint account)
PLEASE INSERT SOCIAL SECURITY NUMBER OR OTHER IDENTIFYING NUMBEROF TRANSFEREE
(Insert number for first named transferee if held by jointaccount)
las.r2-oak248
5
exhibit £[FORM OF NOTICE OF SALE]$ COUNTY OF OAKLAND, STATE OF MICHIGAN
COUNTY OF OAKLAND
RETIREES HEALTH CARE REFUNDING BONDS, SERIES 2013
(GENERAL OBLIGATION LIMITED TAX)
SEALED OR ELECTRONIC BIDS: Sealed written bids for the purchase
of the Refunding Bonds described herein (the "Refunding Bonds'*)
will be received on behalf of the County of Oakland (the
"County"-) by an agent of the undersigned, at the office of the
County , Michigan on
r t until : .m. , EasternTime, at which time and place the bids will be publicly opened
and read.
In the alternative, sealed written bids will also be
received on the same date and until the same time by an agent of
the undersigned at the Municipal Advisory Council of Michigan,
Buhl Building, 535^ Griswold, Suite 1850, Detroit, Michigan
48226, where they will be publicly opened simultaneously. Bids
received at Pontiac, Michigan will be read first followed by
bids received at the alternate location. Bidders may choose
either location to present bids and good faith checks, but not
both locations.
Any bidder may submit a bid in person to either bidding
location. However, no bidder is authorized to submit a FAX bid
to Pontiac, Michigan.
Also in the alternative, electronic bids will also be
received on the same date and until the same time by an agent of
the undersigned Bidcomp/Parity. Further information about
Bidcomp/Parity, including any fee charged,' may be obtained from
Bidcomp/Parity, Eric Washington, 1359 Broadway, 2nd floor, NewYork, New York, 10018, (212) 849-5021.
If any provision of this Notice of Sale shall conflict with
information provided by Bidcomp/Parity as the approved providerof electronic bidding services, this Notice of Sale shallcontrol.
The Refunding Bonds will be awarded or all bids will be
rejected by the County Treasurer and the County Executive at a
proceeding to be held within twenty-four hours of the sale.
BOND DETAILS: The Refunding Bonds will be fully registered
Refunding Bonds, both as to principal and interest, in any oneor more denominations of $5,000 or a multiple of $5,000, not
exceeding the aggregate principal amount for each maturity,
dated 1/ r numbered from 1 upwards and will bear
1
interest from their date of issuance payable on 1,
and semiannually thereafter on each 1 and 1
until maturity. The Refunding Bonds will mature on T~of
each year as follows:
^ear principal year principal
prior redemption: [The Refunding Bonds shall be subject to
redemption prior_ to maturity upon such terms and conditions asshall be determined by the County Executive at the time of
sale.3
interest rate and proposing details: The Refunding Bonds shall
bear interest at a rate or rates not exceeding % per annum,
to be fixed by the proposals therefor, expressed in multiples of1/8 or 1/20 of 1%, or both. The interest on any one bond shall
be at one rate only. All Refunding Bonds maturing in any one
year must carry the same interest rate. THE INTEREST RATE BORNEBY REFUNDING BONDS MATURING IN ANY YEAR SHALL NOT BE AT A RATE
LOWER THAN THE RATE BORNE BY REFUNDING BONDS MATURING IN ANY
PRECEDING YEAR. No proposal for the purchase of less than all
of the Refunding Bonds, at a price less than % of their par
value or at an interest rate or rates that will result in a net
interest cost of more than % per annum, will be considered.
TERM BOND OPTION: Refunding Bonds maturing in the years
i inclusive, are eligible for designation by the original
purchaser at the time of sale as serial Refunding Bonds or term
Refunding Bonds, or both. There may be more than one term bond
maturity. However, principal maturities designated as term
Refunding Bonds shall be subject to mandatory redemption, in
part, by lot, at par and accrued interest on 1st of
the year in which the Refunding Bonds are presently scheduled to
mature. Each maturity of term Refunding Bonds and serial
Refunding Bonds must carry the same interest rate. Any such
designation must be made at the time the proposals aresubmitted.
book-entry-only: The Refunding Bonds will be issued in book-
entry-only form as _ one fully-registered bond per maturity and
will be registered in the name of Cede•£ Co., as nominee for The
Depository Trust Company,("DTC"), New York, New York. DTC will
act as securities depository for the Refunding Bonds. Purchase
of the Refunding Bonds will be made in book-entry-only form, in
the denomination of $5,000 or any multiple thereof. Purchasers
will not receive certificates representing their interest in
Refunding Bonds purchased. The book-entry-only system is
described further in the nearly final official statement for theRefunding Bonds.
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BOND REGISTRAR, PAYING AGENT AND DATE OF RECORD:
has been selected as bond registrar and paying
agent (the "Bond Registrar") for the Refunding Bonds. The BondRegistrar will keep records of the registered holders of the
Refunding Bonds, serve as transfer "agent for the Refunding
Bonds, authenticate the original and any re-issued RefundingBonds and pay interest by check or draft mailed to the
registered holders of the Refunding Bonds as shown on the
registration books of the County kept by the Bond Registrar on
the applicable date of record. The date of record for each
interest payment shall be the 15th day of the month before such
payment is due. The principal of and redemption premium, if
any, on the Refunding Bonds will be paid when due upon
presentation and ^ surrender thereof to the Bond Registrar. As
long as DTC, or its nominee Cede & Co., is the registered ownerof the Refunding Bonds, payments will be made directly to such
registered owner. Disbursement of such payments to DTC
participants is the responsibility of DTC and disbursement ofsuch payments to the beneficial owners of the Refunding Bonds is
the responsibility of DTC participants and indirect participants
as described in the nearly final official statement for the
Refunding Bonds. The County may from time to time as required
designate a successor bond registrar and paying agent.
PURPOSE AND SECURITY; The Refunding Bonds are to be issued
pursuant to Section 518 of Act No. 34, Public Acts of Michiganr
2001, as amended (the "Act"), for the purpose of
(the "RefundingoProject ). The County agrees to pledge for the repayment of the
Refunding ^Bonds sufficient amounts of County taxes levied each
year provided that the amount of taxes necessary to pay theprincipal of and interest on the Refunding Bonds, together with
the^ other taxes levied for the same year, shall not exceed the
limit^ authorized by law and the Michigan Constitution. In
addition, the Refunding Bonds shall be secured by the General
Fund of the County and shall be known as ^General ObligationLimited Tax."
GOOD FAITH CHECK: A certified or cashier's check drawn upon an
incorporated bank or trust company or a wire transfer in an
amount equal to 2% ($ ) of the face amount of the Refunding
Bonds, and payable to the order of the County Treasurer will be
required of the successful proposer as a guarantee of good faith
on the part of the proposer, to be forfeited as liquidated
damages if such proposal be accepted and the proposer fails to
take up and pay for the Refunding Bonds. If a check is used, it
must accompany each proposal. If a wire transfer is used, the
successful proposer is required to wire the good faith deposit
not_ later than Noon, prevailing Eastern Time, on the next
business day following the sale using the wire instructions
provided by _ ( The goodfaith deposit will be applied to the purchase price of the
3
Refunding Bonds. No interest shall be allowed on the good faith
checks, and checks of each unsuccessful proposer will be
promptly returned to such proposer's representative or by
registered_ mail. The _good^ faith check of the successful
proposer will be cashed immediately, in which event, payment ofthe balance of the purchase price of the Refunding Bonds shall
be made at the closing.
AWARD OF THE REFUNDING BONDS - TRUE INTEREST COST: The
Refunding Bonds will be awarded to the bidder whose bid produces
the lowest true interest cost determined in the following
manner: the lowest true interest cost will be the single
interest rate (compounded on 1, and semi-annually
thereafter) necessary to discount the debt service payments from
their respective payment dates to 1, in an
amount equal to the price bid, excluding accrued interest. Each
bidder shall state in its bid the true interest cost to the
County, computed in the manner specified above.
LEG&Ii OPINION: Proposals shall be conditioned upon the
approving opinion of Axe & Ecklund, P.C., Grosse Pointe Farms,
Michigan (the "Bond Counsel"), a copy of which will be printedon the reverse side of each bond and the original of which will
be furnished without expense to the Purchaser of the Refunding
Bonds at the delivery thereof. The fees of Bond Counsel for its
services ^in connection with such approving opinion are expected
to be paid from bond proceeds. Except to the extent necessaryto issue such opinion and as described in the official
statement. Bond Counsel has not been requested to examine or
review, and has not examined or reviewed, any financial
documents, statements or other materials that have been or may
be furnished in connection with the authorization, marketing or
issuance of the Refunding Bonds and, therefore, has not
expressed and will not express an opinion with respect to the
accuracy or completeness, of the official statement or any such
financial documents, statements or materials.
TAXATION OF REFUNDING BONDS:
A. Federal Inconte Taxes: In the opinion, of Bond Counsel, the
interest on the Refunding Bonds is includable in gross income of
the holders of the Refunding Bonds for federal incoine tax
purposes, as described in the opinion.
iL State Taxes: In the opinion of Bond Counsel, interest and
income from the Refunding Bonds are exempt from taxation by the
State of Michigan or a political subdivision of the State ofMichigan.
DELIVERY OF REFUNDING BONDS: The County will furnish Refunding
Bonds ready for execution at its expense. Refunding Bonds will
be delivered without expense to the purchaser. The usual
closing documents, including a certificate that no litigation is
pending affecting the issuance of the Refunding Bonds, will be
4
delivered at the time of delivery of the Refunding Bonds. If
the Refunding Bonds are not tendered for delivery by twelve
o'clock noon, Eastern Time, on the 45th day following the date
of sale or the first business day thereafter if the 45th day is
not a business day, the successful bidder may on that day, or
any time _ thereafter until delivery of the Refunding Bonds;
withdraw its bid^ by serving written notice of cancellation on
the undersigned, in which event the County shall promptly return
the good^ faith deposit. Payment for the Refunding Bonds shall
be made in Federal Reserve Funds. Accrued interest to the date
of delivery of the Refunding Bonds shall be paid by the
purchaser at the time of delivery. Unless the purchaser of theRefunding Bonds furnishes the Bond Registrar with a list of
names and denominations in which it wishes to have the Refunding
Bonds issued at least ten (10) business days before delivery of
the Refunding Bonds, the Refunding Bonds will be delivered in
the form of one bond for each maturity, registered in the nameof the purchaser.
UNDERTAKING TO PROVIDES CONTINUING DISCLOSUKE: In order to
assist proposers in complying with SEC Rule 15c2-12, as amended,
the County will covenant to undertake (pursuant to a resolution
adopted or to be adopted by its governing body), to provide
annual reports and timely notice of certain events for the
benefit of beneficial owners of the Refunding Bonds. The
details and terms of the undertaking are set forth in a
Continuing Disclosure Certificate to be executed and delivered
by the County, a form of which is included in the nearly finalofficial statement and in the final official statement.
OFFICIAL STATEMENT:
Hard Copy
A copy_ of the nearly final official statement (the "NearlyFinal Official Statement") may be obtained by contacting
,. , . _ at the addresslisted below. The Nearly Final Official Statement is in a form
deemed final as of its date by the County for purposes of SEC
Rule 15c2-12(b) (1), but is subject to revision, amendment and
completion of a final official statement (the "Final Official
Statement"). The successful proposer shall supply to the County
within twenty-four hours (24) after the award of the Refunding
Bonds, ^ all pricing information and any underwriter
identification determined by Bond Counsel to be necessary tocomplete the Final Official Statement.
Internet
In addition, the County has authorized the preparation and
distribution of a Nearly Final Official Statement containing
information relating^ to the Refunding Bonds via the Internet,The Nearly Final Official Statement can be viewed and downloaded
at www, i-dealprospectus. com/PDF. a5p?doc= or www.tm3.com.
5
i y
The County will furnish to the successful proposerf at nocost, 125 copies of the Final Official Statement within seven
(7) i business days _ after the award of the Refunding Bonds.
Additional copies will be supplied upon the proposer's agreement
to pay the cost incurred by the County for those additional
copies.
The County shall deliver at closing an executed certificateto the effect that as of the date of delivery the information
contained in the Final Official Statement, including revisions,
amendments and completions as necessary, relating to the County
and the Refunding Bonds is true and correct in all material
respects, and that such Final Official Statement does not
contain any untrue statement of a material fact or omit to state
a material fact necessary to make statements therein, in light
of the circumstances under which they were made, not misleading.
CUSIP NUMBERS: It is anticipated that CUSXP numbers will be
printed on the Refunding Bonds, but neither the failure to print
such numbers nor any improperly printed number shall constitute
cause for the purchaser to refuse to accept delivery of, or to
pay for the Refunding Bonds. All expenses for printing CUSIPnumbers on the Refunding Bonds will be paid by the County,
except that the CUSIP Service Bureau charge for the assignment
of such numbers shall be the responsibility of and paid for by
the purchaser.
ADDITIONAL INFORMATION: Further information may be obtained
from the undersigned at the address specified above or from
THE RIGHT IS RESERVED TO REJECT ANY OR ALL BIDS.
ENVELOPES: Envelopes containing the bids should be plainlymarked "Bid for County of Oakland Retirees Health Care Refunding
Bonds, Series 20 (General Obligation Limited'Tax)"
, County County of Oaklandlas.r2-oak2
6
exhibit c
AWARD ORDER$ COUNTY OF OAKLAND
RETIREES HEALTH CARE REFUNDING BONDS r SERIES 20
(GENERAL OBLIGATION LIMITED TAX)
WHEREAS", on the date of this Order, the bids summarized on
EXHIBIT I to the minutes of the proceeding at which this Order
was entered (copies of which are attached hereto) for the
purchase of the $ principal amount County of Oakland
Retirees Health Care Refunding Bonds, Series 20 (General
Obligation Limited Tax) (the "Refunding Bonds"), to be issued by
the County of Oakland (the "County") were received and publiclyopened and read; and
WHEREAS, the following bid produces the' lowest interest
cost computed by determining, .at the rates specified in suchbid, the total dollar value of all interest on the Refunding
Bonds from 1, 20 , to maturity and adding thereto any
discount, or subtracting therefrom any premium,- all as providedin the Notice of Sale:
Bidder:
.True Interest Rate:
Premium/
Discount: $
and the bid submitted by such bidder (the "Purchaser") in all
respects conforms to the requirements of the Notice of Sale; and
WHEREAS, the sale of the Refunding Bonds was duly
authorized and conducted according to law;
NOW, THEREFORE, IT IS ORDERED BY THE COUNTY TREASURER ANDCOUNTY EXECUTIVE ON BEHALF OF THE COUNTY as follows:
1. The action of the officials of the County in fixingthis date of sale of the Refunding Bonds, in dating the
Refunding Bonds i, 20 , and in publishing suchNotice of Sale as heretofore provided, are hereby ratified andconfirmed.
2, The content of the aforementioned Notice of Sale (acopy of which is attached hereto) published in connection with
the solicitation of bids for the purchase of the RefundingBonds, is hereby ratified and confirmed.
3. The bid of to purchase the
aggregate principal amount of the Refunding Bonds in
the maturities set forth .in EXHIBIT I at par, plus accruedinterest to the date of delivery, less a discount of $
or plus a premium of $ and bearing interest per annumas shown on EXHIBIT I with a true interest rate • of %
which bid produces the lowest true interest cost to the. Countyis hereby accepted^ and all other bids' (as set forth on EXHIBIT
I) are hereby rejected and the checks of the . unsuccessful
bidders are ordered to be returned.
4. I hereby confirm the appointment of as
bond registrar, paying agent and escrow agent for the Refunding
Bonds and hereby shall issue•the Refunding Bonds in accordance
with the terms set •forth in the Bond Resolution previously
adopted by the Board of Commissioners.
5. All resolutions and parts of resolutions, insofar as
the same may be in conflict herewith, are hereby rescinded.
Dated: , 20
County Treasurer, County Executive
Both on behalf of the County of Oakland
las.r2-oak248
2
EKEXBIT I
$ COUNTY OP OAKLAND
RETIREES HEALTH CARE REFUNDING BONDS r SERIES 20(GENERAL OBLIGATION LIMITED TAX)
Sale Date:
Time:
Dated:
20
.m., EST; i, 20
Good Faith Check: $_
Discount: $'
Maximum Interest:'
Maturities - Due April 1
YEAR AMOUNT YEAR AMOUNT YEAR AMOUNT
Bidder:
20 0,'o . 20 O.'o20%20 %20 20 0.'o20%20 %20 Q,*0 20 %20 '%20 a*020%20 %20 %2020Q,V 20 %
20 .g,*0 20 Q.*$
Premium/
Discount:
True Int Rate:
Bond Counsel
AXE & ECKLUND, P.C.
Grosse Pointe Farms, Michigan
1
APPENDIX A
Ref-gnding Project Description
The Refunding Project consists of a plan to refund a long-term
contract obligation which was entered into to pre-fund long-term
retiree . health care obligations ' and other post-employment
benefits paid on behalf of Oakland County employees who retire
from County service and who have the adequate vesting andservice benefit level requirements- Public Act No. 329 of the
Public Acts of Michigan of 2012, which amends Public Act No.' 34
of the Public Acts of Michigan of 2001 enables' the County to
issue 'general obligation bonds for the purpose of •refunding
contract obligations of the County to the 2007 Oakland County
Medical Benefits Funding Trust which Trust issued Taxable
Certificates of Participation, Series 2007.' As a result of
Oakland_County's AAA bond rating and- based on market conditions,
the estimated average annual interest rate which will be secured
for the outstanding long-term contract obligation is expected to
be significantly less than the current interest rate on the
County's long term contract obligation to the 2007. OaklandCounty Medical Benefits Funding Trust and will result in
significant savings to the County in the future which are
currently estimated to be in excess of $
Cost Estimates
Funds to be deposited with an Escrow
Agent which will make payments necessary
to permit the refunding of the contract
Obligations &' Financing Costs (IncludingBond Discount and Contingency) $
Maximum amount of Refunding Bonds to be issued: $
Maximum term of bond issue: 16 years
las.r2-oak248
iS
.Si
HX
w
APPENDIX C
2012 OAKLAND COUNTY HEALTH CARE BENEFITS PROGRAM
The County of Oakland in order to fully fund and establish
a reserve, to assure _ that for the period ending September 30,
20__ the . County will have supplanted and superseded itsobligations from the County's General fund to pay for all of the
costs of providing• Retiree Medical Benefits will do thefollowing:
1. Sometime between April 1, '2013 and January 31, 2014
the County will issue one or more series of Health Care
Refunding Bonds the proceeds of which will be used a,s follows:
(a) The ' County will deposit in its VEBA an amount which
with other assets in the VEBA valued .within 60 days of
deposit will bring the total assets in the. VEBA to in
excess of 101% of the accrued actuarial liability of theCounty to the VEBA.
'(b) The_ County will deposit in the 2007 Oakland County
Intermediate Trust .an amount which with all of the other
assets on deposit in the 2007 Oakland County Intermediate
Trust will equal the amount needed to redeem the contract
•obligations, of the County to the 2007 Oakland County
Retirees Medical Benefits' Funding Trust (the xxFundinqTrust") on April 1, 2014.
(c) ^An amount which will be used to pay all of the costs
of issuance and other costs incurred by the County in
carrying out the 2012 Oakland County Health Care BenefitsProgram.
(d) Once the actions described in subparagraphs (a), (b)
and (c) have occurred, the County will give notice to the
Trustees of the 2007 Oakland County Intermediate Trust that
the purposes of the Trust have been satisfied and
thereafter the County will give notice to the Trustees of
the ^ Funding Trust of the County's irrevocable election to
optionally redeem all of the Taxable Certificates of
Participation maturing on a.nd after April 1, 2015 issued bythe Funding Trust on July 31, 2007.
2. ^ The County continues to reduce its exposure to'future
retiree health care expenses through 'a variety of healthplan changes.such as:
(a) Discontinued retiree health,, dental & vision' coverage
for new hires and replaced it with Health Savings
Accounts that the County contributes $50 per payperiod.
(b) Raised a'nnual healthcare deductibles from $100/$200 to
$200/$4Q,0 and raised office visit co-pays from $10 'to$20 per visit.
(c) Began allowing retirees to participate in certain
Wellness programs and activities.
(d) Increased , retiree prescription drug co-pays from$5/$10-/$25 to $5/$20/$40.
(e) Implemented an Emergency• Room co-pay to encourage use
of physician office or urgent care visits for non¬
emergency conditions.
2
Changes Affecting the Oakland County Retiree Benefit Package
1) 1984-Discontinued Longevity Pay for new hires. (2% -10% of annual salary)
accumulated savings approximately $55 million (1985-2010)
2) 1985 - New hire vesting scheduleibr retiree health care increased from 8 yrs for full '
coverage to-Syrs/singlej 15 yrs/family. Deferred retirement vesting increased to 15
yrs/single, 20 yrs/family coverage. .
3) 1985 - Sick days discontinued (13/yr) and replaced with Personal leave days (5/yr) and
short term/long term disability insurance (60% of salary).
4) 1987 - Began pre-fonding Retiree Healthcare obligation. Health deductible increased
¦ from $50 smgle/$l 00 family to $100 single/$200 family. Prescription co-pay increased
from $2 to $3. Medicare part B premium reimbursement discontinued for employees
hired on or after January 1,1989. Savings in 1988 dollars.estimated to be $500,000
annually,
5) ' 1993 - Early Retirement Incentive offered. 244 employees retired / savings of $3.2
miliibn.
6) 1994 - Defined Benefit Retirement plan closed to new hires, and Defined Contribution
plan established for new hires, cumulative savings of $70 million from 1994 to 2010.
7) 1994 Buy-out offer for Deferred Retirees to waive future health care. 7S accepted buy¬
out. Estimated long term OPEB savings of $19.5 million.
8) 1995 - Retiree health coverage vesting scheduled lengthened for new hires to 15 yrs
service for 60% County paid coverage, with 4% added per year of service up to 25 yrs for
100% coverage.
9) 1998 - Buy-out offer for Deferred Retirees to waive future health care. Long term OPEB
savings estimated to be $8 million for 32 employees that took advantage of this offering,
10) 2002/03 - Early Retirement Incentive, 227 employees retired/ $7 million annual savings.
11)- 2004- Retiree prescription co-pay increased from $3 flat to $5/10/15. tBOOMO annual
savinss on Retirees.
12) 2006 - Discontinued retiree health, dental & vision coverage for new employees hired on
or after 1/1/06, and replaced with a Health Savings Account. County contributes $50 per
pay period. Vesting schedule is 1.5 yrs for 60% with 4% per year of service thereafter,
with full vesting at 25 yrs of service. Consewaiive long term savings estimated at $400
million.
13) Jan. 1, 2007 — For retirees and active employees - raised annual healthcare deductible
from $1QO/$200 to $200/$400 and raised office visit co-pay from $10 to £20 per visit.
Raised drug co-pay for Retirees from 5/$10/$15 to $5/$10/$25 (to same level as Active
employees). Combined annual savings of $984,000.
14) 2007 Buy out offer for Deferred Retirees to waive future health care. Long term OPEB
savings estimated to be $4.75 million for 19 employees that took advantage of tbk
offering.
15) 2007 Wellness Program implemented. Over 60% employee participation in Oak fit
Wellness Program offerings which include: annual health screenings (Cholesterol, Blood
Pressure, Glucose, BMI), health risk assessments, on site weight watchers and exercise
classes, monthly lunch and learn topics; etc. Hospitalization costs for lifestyle related
3
illnesses decreased (17%), health screening data shows favorable trends, health care costs
stable for the first time in years.
16) My 2007 - Issued $560 million in Certificates of Participation (COPs) in order to fully
fund the County? s retiree health care obligation. By issuing the taxable certificates and
investing the proceeds, -the County will save taxpayers approximately $100 million over
the next 20 years.
17) March 2008 - discontinued Social Security tax for PTNE's and replaced with tax,
deferred Retirement Accounts. Annual savings in PICA taxes oi $640,000,
18) April 1,2008 - Switched vendor for prescription coverage for employees and retirees
from Blue Cross to Navitus. Same level of benefit, but will save approx. $900,000 per
year through rebates and fees. .
19) July 1,2008 - Switched vendor for Medicare A & B Supplemental coverage for retirees
age 65 and older from Blue Cross to Aetna. Same level of benefit, but will save aprox.
$543,000 ver year in admin costs.
20) August 2008 - Retirement Incentive for employees already eligible'to retire. 152
employees retired, resulting in department reorganizations and the deletion of 7 positions
' in 2008 (M&B /HR), 64 positions in FY2009 Budget and 109 with FY2010 budget,
(combined oneoing position savings of $10.5 million).
21) July 2009 - Migrate to Navitus drug fomiulary structure for employees and retirees. Will
save approx. $370,000 annually.
22) 2010 - Elimination of Deferred Compensation 457 County match program, (approx.
$400,000 annually1.
23) Oct. 2009 (FY2010)-Wage reduction of2.5% for employees. Will save $5.5 million
annually. Action also reduces some future DB retiree pension obligations.
24) Oct 2010 (FY2011) - Wage reduction of 1.5%. Will save $S million annually. Savings-
eventually impact future pension amounts.
25) Oct 2011 (FY2012) - Wage freeze with 0% increase, while labor market raised an
average of 3%. Will save $6 million annually. Savings eventually impact some future
pension amounts.
26) Increased prescription drug copay levels from $5/$10/$25 to $5/$20/$40 for all
employees and retirees effective 1/1/2013, Will save $600M0 annually.
27) Implemented a $100 emergency room co-pay for non-emergency conditions for all
employees and retirees effective 1/1/2013. Projected savings of at least $250,000
annually,
Updated by Human Resources Dept. 11/1/2012
C:/Summary.of.BenefilSavings,thru.Jan.2013.doc
4
APPENDIX D
escrow agreement
county of oakland
This escrow agreement (the "Agreement"), dated as of
t is between the COUNTY OF OAKLAND, Michigan (the
"County") and , Michigan, as escrow agent {the "EscrowAgent") .
WHEREAS, ^the^County has previously entered into a contactunder ^ which it is obligated to make payments of- which the
principal amounts listed below remain outstanding:
Existing Contract Obligations
dated
(the "Contract Obligations")
(all of-.such outstanding Contract Obligations hereinafter
referred to as^ the "Contract Obligations") all bearing interest,
due as to^ principal and subject to redemption as' more fullydescribed in APPENDIX I to this Agreement.
WHEREAS, for the purpose of paying certain amounts into the
Oakland County VEBA Trust in an amount sufficient to fund the
VEBA^ Trust 'at least 101% of the estimated accrued actuarial
liability of the County to the VEBA Trust for the period ending
' t20_ an amount to the Oakland County Retiree MedicalBenefits Intermediate Trust sufficient to permit the complete
retirement on April 1, 2014 of the Contract Obligations owed by
the County to the Oakland County Retiree Medical Benefits
Funding^ Trust, the County has, pursuant 'to a refunding bond
resolution adopted on (the "Resolution") authorized
the issuance_of a series of refunding bonds dated l,
' as designated and described in the Resolution andhereafter (the "Refunding Bonds"); and
WHEREAS, pursuant to the Refunding Bond Resolution, the
Escrow Agent has been appointed by the County for the purpose of
assuring the payment of the amounts described in Exhibit Aattached hereto 'to be made on the dates specified in Exhibit A
to the parties described therein and the County Executive or his
designee has been authorized and directed to execute this
Agreement.
NOW, THEREFORE, in consideration of the premises and the
mutual covenants and agreements set forth below, the County and
OutstandingPrincipal$
maturing in
the years
thru
the Escrow Agent agree as follows for- the respective equal andproportionate benefit and security of the holders of theContract Obligations/
Section 1. Appointment of Escrow Agent. The EscrowAgent is hereby appointed and agrees to act in such capacity to
comply with all requirements of -this Agreement^ and to be
custodian of the escrow fund (the "Escrow Fund"), to perform its
duties as custodian of the Escrow Fund created under this
Agreement, but only upon and subject to the following express
terms and conditions:'
(a) The Escrow Agent may perforin any of its duties by
or through attorneys, agents, receivers or employees but
shall be answerable for the conduct of the same in
accordance with the Standards specified in this Agreement
and shall be entitled to advice of ' counsel concerning all
matters of and the duties under this Agreement, and may in
all cases pay such reasonable compensation to such counsel
and in addition to .all such attorneys, agents, receivers
and employees as may reasonably be employed in connection
with the same. The Escrow Agent may act upon the opinion
or advice of any counsel. The Escrow Agent shall not be
responsible for any loss or damage resulting from any
.action or non-action taken in good faith in reliance uponsuch opinion or advice.
(b) ^ The Escrow Agent shall not be responsible for any
recital inthis Agreement, or in the Refunding Bonds or for
the validity o.f the execution by the County of this
Agreement or of any supplements to it or instruments of
further -assurance. The Escrow Agent shall not be bound to
ascertain or inquire as to the performance or observance of
any covenants, conditions" or agreements on the part of the
County, except as set forth in this Agreement. The Escrow
Agent shall be only obligated to perform such duties 'and
only such duties as are specifically set forth in this
Agreement and no implied covenants or obligations shall'be
read into this Agreement against the Escrow Agent.
(c) The Escrow Agent may become the owner of the
Refunding Bonds or the Contract Obligations with the samerights which it would have if not Escrow Agent.
(d) The ^Escrow Agent shall be protected in acting
upon any notice, request, consent, certificate, order,
affidavit, letter, telex, telegram or other paper or
document believed to be genuine and correct and to have
been signed or sent by the proper person or persons. Any
action taken by the Escrow Agent pursuant to this Agreement
upon the request or consent of any person who at the time
of making such request or consent is the owner of any prior
bond, shall be conclusive and binding upon all future
owners of the same prior bond.
2
• (e) As to the existence or non-existence of any fact
or as to the sufficiency or validity of any instrument,
paper or proceeding, the Escrow Agent shall be entitled to
rely upon a certificate of the County signed by (i) the
Secretary,- or -(ii) any other duly authorized person assufficient evidence of the facts contained in it, but may
secure such further evidence deemed necessary or advisable,
but shall in no case be bound to secure the same. The
Escrow Agent may accept a certificate of the Secretary tothe effect that a resolution in the form attached to such
certificate has been adopted by the County as conclusive
evidence that such resolution has been duly adopted, and isin full force and effect.
(f) The permissive right of. the Escrow Agent to do
things enumerated in this Agreement shall never be'
.construed as a duty. The Escrow Agent shall only be
responsible for the performance of the express dutiesoutlined in this Agreement and it shall not be answerable
for other than its gross negligence or willful default in
the performance of those express duties.
(g) At any and all reasonable times the Escrow Agent
and its duly authorized agents, attorneys, experts,
accountants and representatives, shall have the right fully
to inspect any and all of the books, papers and records of
the County pertaining to the Contract Obligations, and to
take such memoranda from and in regard to the same as maybe desired.
(h) The Escrow Agent shall not be required to give
any bond or _ surety in respect of the execution of the
powers contained in or otherwise in respect to thisAgreement.
(i) Before taking any action under this Agreement
(excepu making investments, collecting investments and
making payments to the paying agents with respect to the
Contract Obligations) the Escrow Agent may require that a
satisfactory indemnity bond be furnished for the
reimbursement of all expenses to which it may be put and to
protect it^against all liability except liability which is
adjudicated to have resulted from gross negligence orwillful default by reason of any action so taken.
(j) The Escrow Agent shall be, and hereby is indemnified
and saved harmless by the County from all losses,
liabilities, costs and expenses, including
attorney fees and expenses, which may be incurred
by it as a result of its acceptance of the Escrow
Account or arising from the performance of its
duties ^ | hereunder, unless such losses,
liabilities, costs and expenses shall have been
3
finally adjudicated to have resulted from the bad
faith or gross negligence of the Escrow Agent,and such indemnification shall survive its
resignation or removal, or the termination of
this Agreement.
(k) The Escrow Agent shall, in the event that (i) any
dispute shall arise between the parties with respect to thedisposition or disbursement of • any of the assets held
hereunder or (ii) the Escrow Agent shall be uncertain as to
how to pro.ceed in a situation not explicitly addressed bythe terms of this Agreement whether because of conflicting
demands by the other parties hereto -or otherwise, be
permitted to interplead all of the assets held hereunder
into a court of competent jurisdiction, and thereafter befully relieved from any and all liability or obligationwith respect to such interpleaded assets. The parties
hereto other than_ the Escrow Agent further agree, to pursue
any redress^ or recourse in connection with such a dispute,without making the Escrow Agent a party to the same.
(1) The Escrow Agent shall have only those duties as
are specifically provided herein, which shall be deemed
purely ministerial in nature, and shall under no
circumstance be deemed a fiduciary for any of the parties
to this Agreement. The Escrow Agent shall neither be
responsible for, . nor chargeable with, knowledge of the
terms and conditions of any other agreement, instrument or
document between the other parties hereto, in connectionherewith. This Agreement sets forth all matters pertinent
to the _ escrow contemplated hereunder, and no additional¦obligations of the Escrow Agent shall be inferred from the
terms of this Agreement or any other Agreement. IN NOEVENT SHALL THE ESCROW AGENT BE LIABLE, DIRECTLY ORINDIRECTLY, FOR ANY (i) DAMAGES OR EXPENSES ARISING OUT OFTHE SERVICES PROVIDED HEREUNDER, OTHER THAN DAMAGES WHICHRESULT FROM THE ESCROW AGENT'S FAILURE TO ACT IN ACCORDANCEWITH THE STANDARDS SET FORTH IN THIS AGREEMENT, OR (ii)SPECIAL OR CONSEQUENTIAL DAMAGES, EVEN IF THE ESCROW AGENTHAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(m) Any banking association or corporation into which
the Escrow Agent may be merged converted or with which the
Escrow( Agent may be consolidated or any corporation
resulting from any merger, conversion or consolidation to
which ^ the Escrow Agent shall be a party, or any banking
association or corporation to which all or substantially
all of the corporate trust business of the Escrow Agent
shall be transferred, shall succeed to all the Escrow
Agent's rights, obligations and immunities hereunder
without the execution or filing of any paper or any further
act on the part of any. of the parties hereto, anything
herein to the contrary notwithstanding.
4
(n) In the event that any escrow property shall be
attached, garnished or levied -upon by any court order, or
the delivery thereof shall be stayed' or enjoined by an
order of a court, or any order, judgment or decree shall be
made o-r entered by any court order affecting property
• deposited under this Agreement, the Escrow Agent is hereby
expressly authorized, it its sole discretion, to obey and
comply with all writs, orders or decrees so entered or
issued, which it is advised by legal counsel of its own
choosing is binding upon • it, whether with or without
jurisdiction, and in the event that the Escrow Agent obeys
or complies with any such writ, order or decree it shall
not be liable to any of the parties hereto or to any other
person, firm or corporation, by reason of such compliance
notwithstanding^ such writ, order or decree be subsequently
reversed, modified, annulled set aside or vacated-
Seetioa 2. Escrow Furid. On , the County
will irrevocably deposit moneys with the Escrow Agent for -the
account of the County from the proceeds .of the Refunding Bonds
) it0 establish the Escrow Fund for the ContractObligations in an amount which together with the income from the
escrow assets, shall be held in the Escrow Fund to be maintained
by the Escrow Agent and used to pay (i) the interest on theContract Obligations that become due on l, and
(ii) to redeem on said date all of the outstanding and callable
Contract Obligations prior to their scheduled maturity; and to
pay the applicable call premiums on the Contract Obligations in
accordance with Section 3 hereof.
Section. 3. Redeinpfcion of Con tract Obligations. The
County will redeem, prior to their scheduled maturity, ContractObligations as follows:
Contract Obligations
Principal
Outstanding
dated
(the "Contract Obligations")
maturing in
the years
thru
ky enecution of this Escrow Agreement, hereby
authorizes the Escrow Agent to make the -following payments toparties shown: J
5
Section 4. Investments, As directed by the County-,
moneys deposited in the Escrow Fund shall be immediately
invested in direct obligations of the United States of America
and/or obligations the principal of, premium (if any) and
interest on which are fully guaranteed by the United States of
America, described on APPENDIX HI' {^Investment Securities"),
except for ($ ) which will be held dn the Escrow
Fund as the beginning balance for the Contract Obligations. The
Escrow Agent agrees to cause to be purchased' United StatesGbvernment Obligations known as "SLGS" (State and Local
Government -Series) from the United States Department'of Treasuryon the date shown in APPENDIX III.
The investment income from the Investment Securities in the
Escrow Fund shall be credited to the Escrow Fund and shall not
be reinvested. The Escrow Agent shall not sell any Investment
Securities. All moneys not invested as provided in this
Agreement' shall be held by the Escrow Agent as a trust deposit.
Section 5. Use of Moneys. Except as expressly provided
in this Agreement, no paying agents' fees for the payment of
principal of, premium (if any) or interest on. the Refunding
Bonds or the Contract Obligations or other charges may be paid
from the- escrowed moneys .or Investment Securities prior to
retirement of all Contract Obligations, and the County agrees
that it will pay all such fees from its other legally available
funds as such payments become due prior to such 'retirement.
Section 6. Deficiency in Escrow Fund. At such time or
times as there shall be insufficient funds on hand in the Escrow
Fund for the payment of the principal of, premium (if any) and
interest falling due on the Contract Obligations, the Escrow
Agent shall promptly notify the County of such deficiency, as
provided for under Section 12 below.
Section 7. Reports to County. The Escrow Agent shall
deliver to the County's Chief Fiscal Officer a semi-annual
statement reflecting each transaction relating to the Escrow
Fund; and^ on or before the first day of February of each yearshall deliver to the County a list of assets of the Escrow Fund
as of December 31 of said year ended and a transaction statement
for the Escrow Fund for the year then ended.
Section 8. Fees of Escrow .Agent. The Escrow Agent
agrees with the County that the charges, fees and expenses of
the Escrow Agent throughout the term of this Agreement shall be
the total sum of Dollars ($ ) payable on the
date of closing, which charges, fees. and.expenses shall be paid
from moneys deposited with the Escrow Agent from bond proceeds.
Section 9. Payments from Escrow Fund. The Escrow Agent
shall without further authorization or direction from the
County, collect the principal of and interest on the Investment
Securities promptly as the same shall become due and, to the
6
extent that Investment Securities and moneys are sufficient for
such purpose, shall make timely payments out of the Escrow Fund
to the proper paying agent or agents or their successors for the
Contract Obligations, of •moneys sufficient for the payment of
the^principal of, premium (if any) and interest on such Contract
Obligations as the same shall become due and payable, all as set
out in APPENDIX IV and APPENDIX V. The payments so forwarded or
transferred shall be made in sufficient time to permit the
payment of such principal of, premium (if any) and interest by
such paying agent or agents without default. The County
represents and warrants that the Escrow Fund will be sufficient
to make the foregoing and all other payments required under this
Agreement. The paying agent for the Contract Obligations isshown in APPENDIX I.
When the aggregate total amount required for the payment of
principal of, premium (if any) and interest on the ContractObligations have been paid to -the paying agent as provided
above, the Escrow Agent shall transfer any moneys or Investment
Securities then held under this Agreement for the Contract
Obligations to the County, and this Agreement shall cease.
Section 10. Interest of Bondliolders Not Affected. The
Escrow Agent and the County recognize that the holders from time
to time of the Contract Obligations have a beneficial and vested
interest in the Investment Securities and moneys to be held by
the Escrow Agent as provided in this Agreement. It is therefore
recited, understood and agreed that this Agreement shall not be
subject to revocation or amendment and no moneys on deposit in
an Escrow Fund for the Contract Obligations can be used in anymanner for another series.
Section 11. ^ Escrow Agent Not' Obligated, None of the
provisions contained in this Agreement shall require the.Escrow
Agent to use ^ or advance its own moneys or otherwise incur
financial liability in the performance of any of its duties or
the exercise of any of its rights or powers under this
Agreement. The Escrow Agent shall be under no liability for
interest on any funds or other property received by it under
this Agreement, except as expressly provided,
+.u 4- s.e®t:L®^ 12 • Payment of Other Amounts. The County agrees
that it will promptly and without delay remit to the Escrow
Agent such additional sum or sums of money as may be necessaryto assure the payment of any Contract Obligations and to fully
pay and discharge any obligation or obligations or charges, fees
e^P®J}ses incurred by the Escrow Agent in carrying out any of
e duties, terms, or provisions of this Agreement that are in
excess of the sums provided for under Sections 4 and 6 above.
u t j S4_<iGti°n 13¦ Segregation of Funds, The Escrow Agent shall
hold the Investment Securities and all moneys - received by it
from the collection of, principal and interest on the Investment
7
Securities,_ and all moneys received from the County under this
Agreement, in a separate escrow account.
Section 14. Resignation of Escrow Agent. The Escrow
Agent may resign as such following the' giving of thirty (30)days prior written notice to the County. Similarly, the Escrow
Agent may be removed and replaced following the giving of thirty
(30) days^ prior written notice to the Escrow Agent by the
County. xn either event, the duties of the Escrow Agent shall,terminate thirty (30) days after the date of such notice (or as
of such earlier date as may be mutually agreeable) ; and theEscrow Agent shall then deliver the balance of the Escrow Fund
then m its possession to a successor Escrow Agent as shall beappointed by the County.
If the County shall have failed to appoint a successorprior to the expiration of thirty (30) days following the date
of tne notice of resignation or removal, the then acting Escrow
Agent may petition any court of competent jurisdiction for the
appointment of a successor Escrow Agent or for other appropriate
relief and any such resulting appointment shall be binding uponthe County. . * ^
Upon acknowledgment by any successor Escrow Agent of the
receipt of the then remaining balance of the Escrow Fund, thethen acting Escrow Agent shall be fully released and relieved of
al^. 'duties, responsibilities, and obligations under thisAgreement.
Section 15. Benefit. This Agreement shall be for the
exclusive benefit of the County, the Escrow Agent and
the holders of the Contract Obligations. With the exception of
rights expressly ^conferred in this Agreement, nothing expressed
in or to be implied from this Agreement is intended or shall be
construed to give to any person other than the parties set forth
above, any legal or equitable right, remedy or claim under or inrespect to this Agreement.
Section 16. Severability. if any provision of this
Agreement _shall be _ held or deemed to be invalid or shall, in
<~;t' _^e 1-lj-ega-l, inoperative or unenforceable, the same shall
not affect any other provision or provisions contained in this
Agreement or render the same invalid, inoperative orunenforceable to any extent whatsoever.
17 * . ^otices- Any notice, request, communicationor other paper shall be sufficiently given and shall be deemed
given when delivered or mailed, by registered or certified mail,
postage prepaid ^ or sent by facsimile transmission, except
reports as required in Section 7 which may be delivered byregular mail, as follows: y
If to the County:
8
If to tihe Escrow Agent:.
The County and the Escrow Agent may designate any further
or different addresses to which subsequent notices, requests,communications or other papers shall . be sent and shall be
required to provide written notification of said address change,
Section 18. Costs of Issuance. Simultaneously with the
transfer of bond proceeds from the Refunding Bonds establishing
the Escrow Fund, sufficient moneys from bond proceeds shall be'transferred to the Escrow Agent and used to pay ail of the costs
of issuance for the Refunding 'Bonds including, but not limited
to, financial costs, consultant fees, counsel fees, printing
costs, application fees, -bond insurance premiums, rating fees
and any other fees or costs incurred in connection with the
financing. All such costs shall be authorized by the County
Treasurer, any Deputy County Treasurer or the County's Chief
Fiscal Officer, under the "Closing Memorandum", and shall bepaid on r
Section 19. Governing Law. This Agreement shall be
governed by and construed in accordance with the laws of theState of Michigan.
IN WITNESS WHEREOF, the parties to this Agreement have dulyexecuted it by their duly authorized officers as of the datefirst above written.
COUNTY OF OAKLAND
By:
Its:
By:
Its:
Las.r2-oak248
By:
Its:
9
EXHIBIT A
Las.r2-oak248
I - 1
APPENDIX II
$ COUNTY OF OAKLAND
Dated as of
Investment Securities t.o be Acquired Pursuant
to the Escrow Agreement
Purchase Investment ¦ '
Date Amount Rate Maturity Investment Typ
Uninvested Cash
Total Escrow Requirement
Las.r2~oak248
III - I
^-1.
APPENDIX III
$COUNTY OF OAKLAND
Dated as of
Redemp t i on S ohedule
Redeemed Redeinption Total
Dat'- Principal Interest Principal Pramium Debt Service
1=
Las.r2~oak248
IV - 1
APPENDIX IV
$ COUNTY OF OAKLAND
Dated as of
Escrow Cash Flow
las.r2~oak248
Resolution #12299 November 28,2012
Moved by Middlston supported by Long the resolution be adopted.
Discussion followed.
Moved by Gershenson supported by Nash the resolution be amended as foliows:
Add a line to have the Contract come back to the Board before it's approved.
Vote on amendment:
AYES: Gershenson, Hatchett, Hoffman, Jackson, McGillivray, Nash, Quarles, Woodward Zack
Covey, Dwyer. (11)
NAYS: Gingeil, Gosselin, Long, Matis, Mlddleton, Nuccio, Potts, River, Runestad, Scott, Taub
Weipert, Bosnic, Crawford. (14)
A sufficient majority having not voted in favor, the amendment failed.
Discussion followed.
Vote on resolution:
AYES: Gingeli, Gosselin, Hatchett, Hoffman, Jackson, Long, Matis, Middleton, Nuccio, Potts
River, Runestad, Scott, Taub, Weipert, Bosnic, Crawford, Dwyer. (18)
NAYS: McGillivray, Nash, Quarles, Woodward, Zack, Covey, Gershenson. (7)
A sufficient majority having voted in favor, the resolution was adopted.
STATE OF MICHIGAN)COUNTY OF OAKLAND)
BJJJL RvJUU-J jk
Bill Bullard Jr., Oakland County
APPENDIX A-3, page 1
County of Oakland, Michigan
Retirees Healthcare Refunding Bonds, Series 2013A (General Obligation Limited Tax)
Dated: September 27,2013
Debt Service Schedule
Date
09/27/201304/01/2014
10/01/2014
04/01/2015
10/01/2015
04/01/2016
10/01/20L6
04/01/2017
10/01/2017
04/01/2018
10/01/2018
04/01/2019
10/01/201904/01/202010/01/2020
04/01/2021
10/01/2021
04/01/202210/01/202204/01/2023
Principal
21,410,000.00
22,200,000.00
23,020,000.00
23,870,000.00
24,750,000.00
25,660,000.00
26,605,000.00
27,585,000.00
28,605,000.00
Coupon
3.620%
3.620%
3.620%
3.620%
3.620%
3.620%
3.620%
3.620%
3.620%
Interest
5,846,702.22
5,719,600.00
5,719,600.00
5,332,079.00
5,332,079.00
4,930,259.00
4,930,259.00
4,513,597.00
4,513,597.00
4,081,550.00
4,081,550,00
3,633,575.00
3,633^75.00
3,169,129.00
3,169,129.00
2,687,578.50
2,687,578.50
2,188,290.00
2,188,290.00
Total P+l
5,846,702.22
5,719,600.00
27,129,600.00
5,332,079.00
27,532,079.00
4,930,259.00
27,950,259.00
4,513,597.00
28,383,597,00
4,081,550,00
28,831,550,00
3,633,575.00
29,293,575.00
3,169,129.00
29,774,129.00
2,687,578.50
30,272,578.50
2,188,290.00
30,793,290.00
Fiscal Total
11,566,302.22
32,461,679.00
32,462,338.00
32,463,856.00
32,465,147.00
32,465,125.00
32,462,704.00
32,461,707.50
32,460,868.50
10/01/2023
04/01/202410/01/202404/01/2025
10/01/2025'04761/2026"
10/01/2026
29,660,000.00
30,750,000.00
31,885,000.00
3.620%
3.620%
1,670,539.50
1,670,539.50
1,133,693.50
1,133,693.50
577,118.50
1,670,539.50
31,330,539.50
1,133,693.50
31,883,693.50
577,118.50
3.620%577,118.50 32,462,118.50
32,463,829.50
32,464,233.00
32,460,812.00
32,462,118.50
Total $316,000,000.00 $85,120,720.22 $401,120,720.22
APPENDIX A-3, page 2
County of Oakland, Michigan
Retirees Healthcare Refunding Bonds, Series 2013B (General Obligation Limited Tax)
Dated: September 27, 2013
Debt Service Schedule
Date Principal Coupon Interest Total P+!Fiscal Total
09/27/2013 ..-.
04/01/2014 --785,475.56 785,475.56 -
10/01/2014 --768,400.00 768,400.00 1,553,875.56
04/01/2015 --768,400.00 768,400.00 -
10/01/2015 --768,400.00 768,400.00 1,536,800.00
04/01/2016 --768,400.00 768,400.00 -
10/01/2016 --768,400.00 768,400.00 1,536,800.00
04/01/2017 --768,400.00 768,400.00 -
10/01/2017 --768,400.00 768,400.00 1,536,800.00
04/01/2018 --768,400.00 768,400.00 -
10/01/2018 --768,400.00 768,400.00 1,536,800.00
04/01/2019 --768,400.00 768,400.00 -
10/01/2019 --768,400.00 768,400.00 1,536,800.00
04/01/2020 --768,400.00 768,400.00 -
10/01/2020 .-768,400.00 768,400.00 1,536,800.00
04/01/2021 --768,400.00 768,400.00 -
10/01/2021 --768,400.00 768,400.00 1,536,800.0004/01/2022 --768,400.00 768,400.00 -
10/01/2022 --768,400.00 768,400,00 1,536,800.00
04/01/2023 --768,400.00 768,400.00 -
10/01/2023 --768,400.00 768,400.00 1,536,800.0004/01/2024 --768,400.00 768,400.00 -
10/01/2024 --768,400.00 768,400.00 1,536,800.00
04/01/2025 --768,400.00 768,400.00 -
10/01/2025 --768,400.00 768,400.00 1,536,800.00
04/01/2026 --768,400.00 768,400.00 -
10/01/2026 --768,400.00 768,400.00 1,536,800.00
04/01/2027 34,000,000.00 4.520%768,400.00 34,768,400.00 -
10/01/2027 -•--34,768,400.00
Total $34,000,000.00 -$20,763,875.56 $54,763,875.56 -
APPENDIX A-4
[INSERT DEPOSIT OF ASSETS DESCRIPTION]
1
APPENDIX A-5
[INSERT RESOLUTION APPROVING CREATION OF SUPERSEDING TRUST]
1
APPENDIX A-6
[INSERT RESOLUTION APPROVING A SUPERSEDING CONTRACT]
1
APPENDIX A-7
[INSERT EXECUTED SUPERSEDING CONTRACT]
1
Resolution #13280 October 30, 2013
Moved by Crawford supported by Quarles the resolutions (with fiscal notes attached) on the amended
Consent Agenda be adopted (with accompanying reports being accepted).
AYES: Dwyer, Gershenson, Gingell, Gosselin, Hatchett, Hoffman, Jackson, Long, Matis,
McGillivray, Middleton, Quarles, Runestad. Scott, Spisz, Taub, Weipert, Woodward, Bosnic,
Crawford. (20)
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).
STATE OF MICHIGAN)COUNTY OF OAKLAND)
I, Lisa Brown, 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 30,
2013, 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 30,h day of October 2013.
I HEREBY APPROv't THE FOREGOING RESOLUTION
H' Yv
Lisa Brown, Oakland County