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Res 85-107RESOLUTION NO. 85-107 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF POWAY, CALIFORNIA, AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF SPECIAL TAX BONDS OF A COMMUNITY FACILITIES DISTRICT WHEREAS, the City Council of the City of Poway, California (hereinafter referred to as the "legislative body of the local agency"), has heretofor undertaken proceedings and declared the necessity to issue bonds on behalf of a Community Facilities District pursuant to the terms and provisions of the "Mello-Roos Community Facilities Act of 1982," as amended, being Chapter 2.5, Part 1, Division 2, Title 5 of the Government Code of the State of California. Said Community Facilities District is designated and known as SOUTH POWAY COMMUNITY FACILITIES DISTRICT NO. 1 (hereinafter referred to as the "District"); and, WHEREAS, pursuant to Resolution No. 85-094, adopted by this legislative body on the 21st day of November 1985, the bond pro- position (attached as Exhibit A hereto and incorporated herein by reference) was approved by the sole qualified voter within the District: WHEREAS, based upon such approval for incurring said indebtedness and issuing said special tax bonds) the South Poway Community Facilities District No. 1 is now authorized to issue bonds in the amount hereinafter set forth and for the purpose set forth in said proposition; and WHEREAS, the District, has filed an action entitled City of Poway v. Wahlsten, (San Diego Superior Court Case No. 554831) on December 18, 1985, and has requested a judgment in connection with such action that the issuance of bonds of the South Poway Community Facilities District No. 1, to be paid by a special tax authorized under the Mello-Roos Community Facilities Act of 1982, (Sections 53311 and following of the California Government Code) ("Mello-Roos Act") and collected within said Community Facilities District ("special tax levy"), be declared valid and consistent with Article XIII A of the Constitution of the State of california; and WHEREAS, on November 26, 1985, the legislative body did enact Ordinance No. 182 authorizing the levy of a special tax in the Community Facilities District; and WHEREAS, the legislative body of the Community Facilities District hereby desires to proceed to issue its bonds in the aggregate principal amount of $30,000,000 designated as the City of Poway (San Diego County) South Poway Community Facilities District No. 1 (Pomerado Business Park Project) Special Tax Bonds Series 1985. Resolution No. 85-107 Page 2 NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND ORDERED as follows: Section 1. Pursuant to the Mello-Roos Act and the Registered Public Obligations Act of California (Sections 5050 and following of the California Government Code), bonds of the South Poway Community Facilities District No. 1 (hereinafter referred to as the "bonds") in the principal sum of $30,000,000 shall be issued for the purpose set forth in the recitals hereof. The bonds shall be designated "CITY OF POWAY (SAN DIEGO COUNTY) SOUTH POWAY COMMUNITY FACILITIES DISTRICT NO. 1 (POMERADO BUSINESS PARK PROJECT) SPECIAL TAX BONDS SERIES 1985, shall be numbered consecutively upward, beginning with R-l, and shall each be of the denomination of $5,000 or any authorized integral multiple thereof. Said bonds shall be dated December 2, 1985, and shall mature on March 2, in the amounts and bearing interest at the rates for each of the several years, as follows: Principal Maturity Date Interest Amount (Autust 1) Rate $360,000 3/2/87 6.5% 385,000 3/2/88 7.0 410,000 3/2/89 7.5 440,000 3/2/90 8.0 475,000 3/2/91 8.2 515,000 3/2/92 8.4~ Year 2000 Term Bond $6,285,000 Rate 9.50% Price: 100% Year 2011 Term Bond $21,130,000 Rate 9.75% Price: Interest shall be payable semiannually on March 2, and September 2, of each year commencing on September 2, 1986. 99.5% Resolution No. 85-107 Page 3 Principal of said bonds and any premium upon the redemption prior to maturity shall be payable at the principal corporate trust office of the Fiscal Agent in Los Angeles, California as hereinafter appointed. The interest thereon shall be payable by check or draft mailed to the registered owner of record as of the close of business on the fifteenth day of the month preceding the month in which an interest payment date occurs. Section 2. The Mayor and City Clerk are hereby authorized and directed to sign all of said bonds by their printed, lithographed or engraved facsimile signatures. The bonds shall be authenticated upon initial delivery and any transfer or exchange by manual signature of the Fiscal Agent. Only bonds bearing such authentication manually executed by the Fiscal Agent shall be valid or obligatory for any purpose or entitled to the benefits of this resolution, and such certificate of the Fiscal Agent shall be conclusive evidence that the bonds so authen- ticated have been duly executed, authenticated and issued hereunder and are entitled to the benefits hereof. Section 3. Each of said bonds shall be registered as to both principal and interest, and any registered bond may be trans- ferred or exchanged in the manner and with the effect set forth in the provisions for registration contained in the form of bond set forth herein. The Fiscal Agent shall keep or cause to be kept, at its principal corporate trust office in Los Angeles, California, sufficient books for the registration and transfer of the bonds, which shall at all times be open to inspection by the District; and, upon presentation for such purpose, the Fiscal Agent shall, under such reasonable regulations as it may prescribe, register or transfer or cause to be registere~ or transferred, on such books, the bonds as provided herein. Security Pacific National Bank is hereby appointed as Fiscal Agent. The Fiscal Agent may chahge such appointment from time to time. Section 4. That said bonds shall be issued in substantially the following form: R/RES/Tax4-6 UNITED STATES OF AMERICA STATE OF CALIFORNIA CITY OF POWAY (San Diego County) SOUTH POWAY COMMUNITY FACILITIES DISTRICT NO. 1 (Pomerado Business Park Project) SPECIAL TAX BONDS SERIES 1985 No. R- City of Poway (San Diego County) South Poway Community Facilities District No. 1, State of California (the "District"), duly organized and existing under and by virture of the Mello-Roos Community Facilities Act of 1982, Sections 53311 and following of the Government Code of the State of California ("Mello-Roos Act"), hereby acknowledges its indebtedness and promises to pay to , or registered assigns, the sum of ($ ), on the second day of March with interest thereon at the rate of percent i ~), interest payable semiannually on the second day of September and March of each and every year commencing on September 2, 1985 until this bond is paid. Both principal of and any premium upon the redemption of this bond prior to maturity are payable in lawful money of the United States of America upon presentation of this bond at the principal corporate trust office of the Registrar Security Pacific National Bank in Los Angeles, California. Interest shall be paid in lawful money of the United States of America, to the then registered owner hereof as of the close of business on the fifteenth day of the month preceding the month in which an interest payment date occurs at the address shown on the registration books. Interest on this bond shall be payable from the interest payment date next preceding the date of registration hereof, unless such date of registration is an interest payment date, in which event interest will be payable from such date of registration, or unless such date of registration is prior to the first interest payment date, September 2, 1986, in which event interest will be payable from December 2, 1985. Unless this bond matures on or prior to March 2, 1996, it is redeemable prior to maturity in accordance with the provisions for redemption endorsed hereon. Any tax for the payment hereof shall be limited to the annual special tax authorized under the Mello-Roos Act, to be collected within Community Facilities District No. 1 of said District with respect to the payment of principal, interest and premium on the bond, except to the extent that provision for payment has been made by the City Council of the City of Poway, as may be permitted by law. The bonds do not constitute obligations of the City of Poway or the Community Facilities District No. 1 thereof for which the City or the Community Facilities District No. 1 thereof is obligated to levy or pledge, or has levied or pledged, general or special taxation other than as described hereinabove. The City Council of the City of Poway has convenanted for the benefit of the owners of the bonds that it will commence within~ninety (90) days and diligently pursue to completion appropriate foreclosure actions in the event of delinquencies of any special tax installments levied for payment of principal and interest. This bond shall not become valid or obligatory for any purpose until the certificate of authentication and registration hereon endorsed shall have been dated and signed by the Fiscal Agent. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by law to exist, happen and be performed precedent to and in the issuance of this bond have existed, happened and been performed in due time, form and manner as required by law, and that the amount of this bond, together with all other indebtedness of said Community Facilities District No. 1, does not exceed any debt limit prescribed by the laws or Constitution of the State of California. IN WITNESS WHEREOF, said City of Poway, for the South Poway Community Facilities District No. 1 thereof, has caused this bond to be dated this second day of December 1985, to be signed by the Mayor of the City of Poway by his City signature and attested by the facsimile signature of the facsimile~Clerk of the City of Poway Mayor CITY OF POWAY and of the City Council thereof, for the South Poway Community Facilities District No. 1 of the City ATTEST: Clerk CITY OF POWAY and of the City Council thereof, for the South Poway Community Facilities District No. 1 of the City (SEAL) FORM OF FISCAL AGENTS CERTIFICATE OF AUTHENTICATION AND REGISTRATION This is one bf the bonds described in Resolution No. of the City Council of the City of Poway, which has been registered this day of SECURITY PACIFIC NATIONAL BANK, as Fiscal Agent By. Authorized Officer FORM OF ASSIGNMENT For value received, the undersigned do(es) hereby sell, assign and transfer unto the within-mentioned registered bond and hereby irrevocably constitute(s) and appoint(s) attorney, to transfer the same on the books of the Registrar with full power of substitution in the premises. Dated: Substantially the following provisions for redemption shall be printed on the reverse side of the bond: PROVISIONS FOR REDEMPTION Unless this bond matures on or prior to March 2, 1996, it is redeemable in the manner and subject to the terms and provisions and with the effect set forth in Resolution No. of the City Council of the City of Poway at the option of the City on March 2, 1997, or on any interest payment date thereafter prior to maturity, upon at least thirty (30) days', but not more than ninety (90) days' prior notice mailed to the registered owners at the addresses appearing on the bond registry books, at the following redemption prices, expressed as a percentage of par value, together with accrued interest to the date of redemption: 103~ 102% if redeemed on or before September 2, 1996; if redeemed thereafter and on or before September 2, 1997; 101% loo% if redeemed thereafter and on or before .September 2, 1998; if redeemed thereafter and prior to maturity. Substantially the following provisions for registration shall be printed on the reverse side of each bond: PROVISIONS FOR REGISTRATION This bond shall be registered in the name of the owner hereof, as to both principal and interest. Each registration and transfer of registration of this bond shall be entered by the Fiscal Agent in books kept by it for this purpose and authenticated by his manual signature upon the certificate of authentication and registration endorsed hereon. No transfer hereof shall be valid for any purpose unless made by the registered owner, by execution of the form of assignment endorsed hereon, and authenticated as herein provided, and the principal hereof, interest hereon and any redemption premium shall be payable only to the registered owner or to such owner's order. Interest on this bond shall be payable to the person whose name appears upon the registry books as the registered owner hereof as of the close of business on the fifteenth day of the calendar month preceding the month in which an interest payment date occurs , or to such person's order. The Registrar shall require the bond owner requesting transfer or exchange to pay any tax or other governmental charge require~ to be paid with respect to such transfer or exchange. Section 5. The proceeds of the sale of said bonds (except the sums transferred, including any premium or accrued interest, to funds hereinafter provided for in Sections 6 and 11 hereof) shall be forthwith turned over to and placed in the treasury of the City to the credit of a fund hereby created and designated "1985 BONDS, ACQUISITION FUND FOR SOUTH POWAY COMMUNITY FACILITIES DISTRICT NO. 1," and the monies in said fund shall be applied exclusively to the acquisition and construction of the works described in the bond proposition in the recitals hereof and for paying the costs of the issuance of such bonds and related costs. Section 6. There is hereby created and established a fund in the ~reasury of the City to be designated "1985 BONDS, BOND FUND FOR SOUTH POWAY COMMUNITY FACILITIES DISTRICT NO. 1" (herein sometimes called the "Bond Fund"). There shall be forthwith transferred and placed in the Bond Fund from the proceeds of the sale of said bonds an amount which, together with any premium or accrued interest, shall equal the interest due on the bonds from the date of the bonds to and including September 2, 1986. Said bonds and interest thereon shall be paid from said transferred proceeds and from the monies received from the annual special tax levied and collected for and with respect to the bonds within said South Poway Community Facilities District No. 1 and from proceeds from the sale of property for delinquency of such taxes. Monies raised by the South Poway Community Facilities District No. 1 for this purpose shall be deposited in the Bond Fund and shall be used solely for the purpose of paying the interest on and principal of said bonds. The City Council hereby covenants for the benefit of the owners of the bonds that it will commence within ninety (90) days and diligently pursue to completion an appropriate foreclosure proceeding in the event any such special tax installment becomes delinquent. In no event shall the special tax levy be reduced or eliminated if doing so would interfere with the timely repayment of the principal of and interest on said bonds. Section 7. The bonds maturing on or prior to March 2, 1996, shall not be subject to call or redemption prior to maturity. All bonds maturing on or after March 2, 1997, or any of them, may be called before maturity and redeemed, at the option of the Board of Trustees, on March 2, 1996, or on any interest payment date thereafter prior to maturity. Bonds called prior to maturity shall be redeemed at the following redemption prices expressed as a percentage of par value, together with accrued interest to date of redemption: 103% if redeemed on or before September 2, 1996; 102% ~ if redeemed thereafter and on or before September 2, 1997; 101% if redeemed thereafter and on or before September 2, 1998; 100% if redeemed thereafter and prior to maturity. All or any of the bonds subject to call may be called for redemption at any one time. If less than all of the bonds are redeemed at one time, such bonds shall be redeemed only in inverse order of maturity and bonds within a single maturity shall be selected by lot. For purposes of such selection, bonds shall be deemed to consist of $5,000 portions, and any such portion may be separately redeemed. The interest payment date on which bonds are called to be presented for redemption is hereinafter sometimes called the "redemption date." Section 8. Notice of intended redemption shall be mailed postage prepaid, to the respective registered owners of the bonds a~ the addresses appearing on the bond registry books at least thirty (30) days but not more than ninety (90) days prior to the redemption date. The notice of redemption shall: (a) state the redemption date; (b) state the redemption price; (c) state the numbers and dates of maturity of the bonds to be. redeemed, and in the case of bonds to be redeemed in part, the respective principal portions to be redeemed; provided, however, that whenever any call includes all bonds of a maturity the numbers of the bonds of such maturity need not be stated; (d) require that such bonds be surrendered at the principal corporate trust office of the Fiscal Agent in Los Angeles, California; (e) require that the form of assignment endorsed on the bonds be duly executed in blank; and (f) give notice that further interest on such bonds will not accrue after the designated redemption date.~ The actual receipt by the owner of any bond (hereinafter referred to as "owner") of notice of such redemption shall not be a condition precedent to redemption, and failure to receive such notice shall not affect the validity of the proceedings for redemption of such bonds or the cessation of interest on the date fixed for redemption. The notice or notices required by this section shall be given by the Fiscal Agent. A certificate by said Fiscal Agent that notice of call and redemption has been given to the registered owners of the bonds as herein provided shall be conclusive as against all parties, and no owner whose bond is called for redemption may object thereto, or object to cessation of interest on the redemption date, by any claim or showing that he failed to receive actual notice of call and redemption. Section 9. Prior to the date of redemption, there shall be established in the treasury of the City, a fund to be designated or known as "1985 BONDS, REDEMPTION FUND~FOR SOUTH POWAY COMMUNITY FACILITIES DISTRICT NO. 1" (hereinafter sometimes called "Redemption Fund"), and prior to the mailing of the notice of redemption, there must be set aside in said Redemption Fund monies available for the purpose and sufficient to redeem, at the premiums payable as in this resolution provided, the bonds designated in such notice of redemption. Said monies must be set aside in said fund solely for that purpose and shall be applied on or after the redemption date to the payment (principal and premium) for the bonds to be redeemed upon presentation and surrender of such bonds and shall be used only for that purpose. Any interest on or prior to the redemption date shall be paid from the Bond Fund. If after a~l of the bonds have been redeemed and cancelled or paid and cancelled there are monies remaining in said Redemption Fund, said monies shall be transferred to the Bond Fund; provide~, however, that if said monies are part of the proceeds of refunding bonds, said monies shall be transferred to the fund created for the payment of principal and interest on such refunding bonds. Section 10. When notice of redemption has been given substantially as provided for herein, and when the amount necessary for the redemption of the bonds called for redemption (principal and any premium) is set aside for that purpose in the Redemption Fund, as provided for herein, the bonds designated for redemption shall become due' and payable on the date fixed for redemption thereof, and upon presentation and surrender of said bonds at the place specified in the notice of redemption, with the form of assignment endorsed thereon executed in blank, said bonds shall be redeemed and paid at the redemption price out of the Redemption Fund and no interest will accrue on such bonds or portions of bonds called for redemption after the redemption date specified in said notice, and the owners of such bonds so called for redemption after such redemption date shall look for the payment of such bonds or portions of bonds and premium thereon only to said Redemption Fund. All bonds redeemed shall be cancelled forthwith by the Fiscal Agent and shall not be reissued. Upon surrender of bonds redeemed in part, a new bond or bonds of the' same maturity shall be registered, authenticated and delivered to the registered owner at the expense of MYSD, in the aggregate principal amount of the unredeemed portion. Ail unpaid interest payable at or prior to the date fixed for redemption shall continue to be payable to the respective registered owners of such bonds or their order, but without interest thereon. Section 11. There is hereby created and established a fund in the treasury of the City to be designated "1985 BONDS, BOND RESERVE FUND FOR SOUTH POWAY COMMUNITY FACILITIES DISTRICT NO. 1" (hereinafter sometimes referred to as the "Reserve Fund"). Said Reserve Fund shall be established out of the proceeds of the sale of the bonds pursuant to Section 53345.3 of the California Government Code. The amount of said Reserve Fund shall at all times be equal to the percent (1OX) of the initial aggregate principal amount of the bonds. If the amount in said Reserve Fund becomes insufficient, said Reserve Fund shall be restored by the inclusion of a sufficient amount in the next annual special tax levied with respect to the bonds available to replenish said Reserve Fund pursuant to Section 53358 of the California Government Code. The monies in said Reserve Fund shall be used only for payment of principal of and interest on the bonds in accordance with the provisions of California Government Code Section 53358, except that investment of said monies shall be permitted pursuant to Section 53601(b) of the California Government Code in United States Treasury notes, bonds, bills or certificates of indebtedness, or those for which the full faith and credit of the United States are pledged for the payment of principal and interest, provided that any of the foregoing shall mature on or before twelve (12) years from the date of purchase and in no event later than the final maturity date of the bonds. Section 12. The City may issue additional bonds of the South Poway Community Facilities District No. 1, the bonds, if such additional bonds and a special tax to provide for the payment of the interest on and the principal of said additional bonds, are authorized as provided in the Mello-Roos Act. Section 13. The City shall not make., or permit to be made, any use of the proceeds of the bonds if, had such use been made on the date of delivery of the bonds, the effect thereof would have been to cause the bonds to be an arbitrage bond within the meaning of Section 103(c) of the Internal Revenue Code of 1954, as amended. PASSED, ADOPTED AND APPROVED, by the City Council of the City of Poway, California, at an adjourned regular meeting thereof this 23rd day of December, 1985. Mayor,/~i~y of-~oway -- State Wf California By: ATTEST: ~orie K. Wahl'sten,v Ci~lerk City of Poway State of California Mary L. Shepardson, Deputy Mayor