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04-9490r 90 RESOLUTION NO. 9490 RESOLUTION GIVING APPROVAL TO A PROJECT BY PEOPLE INCORPORATED, UNDER MINNESOTA STATUTES, SECTIONS 469.152 THROUGH 469.165 AND APPROVING A JOINT POWERS AGREEMENT BE IT RESOLVED, by the City Council of the City of Richfield, Hennepin County, Minnesota (the "City"), as follows: 1. Description of the Proiect. a. People Incorporated (the "Borrower") located at 31 7 York Avenue in St. Paul, Minnesota, a Minnesota nonprofit corporation and organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code") (and, as represented to the City by the Borrower, an organization that is primarily engaged in activities for mentally or physically disabled persons and providing social services, such as providing assistance to the poor, distressed, or underprivileged) has proposed issuance of revenue obligations, in one or more series, by the City of New Hope, Minnesota (the "Issuer") in an amount not to exceed $713,000 (the "Obligations"), to refinance commercial indebtedness incurred for the acquisition, renovation or equipping of the shared housing facilities for persons with mental illness listed below and the financing of a portion of the costs associated with the financing (the "Project"): Heather Ridge 7483 46th St. N. Oakdale, MN Jordan House 7708 45th 1/2 Av. N. NewHo e, MN Upton House 7720 Upton Av. S. Richfield, MN Londin House 384 Londin Place St. Paul, MN Scott House 7573 Scott Ave. N. Brookl Park, MN 5 bedroom - 3 bath, 3 car attached, 4 level split home 4 bedroom - 1. 7 5 bath, 1 car attached, rambler 3 BR upper level, egress window & 1 addl BR added LL, rambler, 2.25 bath, 2 car detached 4 BR, 2 bath, split entry home 3 BR, 3 bath rambler b. The Project will be owned and operated by the Borrower. c. Portions of the Project are located in the City, the Issuer and the Cities of Oakdale, St. Paul, Brooklyn Park, Minnesota (collectively, and including the Issuer and the City, the "Host Cities"). 2. Recitals Relating to the Joint Exercise of Powers. a. The Borrower has requested that the Host Cities cooperate (as permitted by Minnesota Statutes, Section 471.59) through a joint powers agreement in authorizing the financing of the Project 1 through the issuance of the Obligations pursuant to Minnesota Statutes, Sections 469.152 through 469.165 as amended (the "Act"). b. A draft copy of the Joint Powers Agreement among the Host Cities (the "Joint Powers Agreement") has been submitted to the Council and is on file in the office of the Clerk. 3. Recital of Reoresentations Made by the Borrower. a. The City has been advised by representatives of the Borrower that: (i) conventional financing is available only on a limited basis and at such high costs of borrowing that the economic feasibility of operating the Project would be significantly reduced; (ii) on the basis of information submitted to this Council by the Borrower and their discussions with representatives of area financial institutions and potential buyers of tax-exempt bonds, the Obligations could be issued and sold upon favorable rates and terms to finance the Project; (iii) the Borrower will experience a significant debt service cost savings as a result of the Project; and (iv) the Project would not be undertaken in its present form but for the availability of financing under the Act. b. The Borrower has agreed to pay any and all costs incurred by the City in connection with the issuance of the Obligations by the Issuer, whether or not such issuance is carried to completion. c. The Borrower has represented to the City that no public official of the City has either a direct or indirect financial interest in the Project nor will any public official either directly or indirectly benefit financially from the Project. 4. Public Hearing. a. A Notice of Public Hearing was published in the Richfield Sun Current, the City's official newspaper and a newspaper of general circulation, calling a public hearing on the proposed issuance of the Obligations and the proposal to undertake and finance the Project. b. The City Council has, on July 27,2004, held a public hearing on the proposal to undertake and finance, through the issuance ofthe Obligations by the Issuer, the portion of the Project located within the jurisdictional limits of the City, at which all those appearing who desired to speak were heard and written comments were accepted. 5. Approvat State Approval a Precondition: Execution of Joint Powers Agreement. a. The proposal to undertake and finance that portion ofthe Project located in the City but outside of the jurisdictional limits of the other Host Cities, and the issuance of the Obligations by the Issuer are hereby given approval by the City subject to the approval of the Project by the Department of Employment and Economic Development ofthe State ("DEED"). b. The officers of the City or their designees, are authorized and directed to cooperate with the Issuer in submitting the proposal for the Project to the DEED requesting approval, and other officers, employee.s and agents of the City are hereby authorized to provide DEED with such information as it may reqUIre. c. The Joint Powers Agreement is approved in substantially the form presented to the City Council. The Mayor, the Clerk, or the authorized designee of any of the foregoing, are authorized and directed to execute, acknowledge, and/or deliver the Joint Powers Agreement on behalf of the City with 2 such changes, insertions, and omissions therein as the City Attorney may hereafter deem appropriate, such execution to be conclusive evidence of approval of such document in accordance with the terms hereof. d. The Mayor,. the Clerk, or the authorized designee of any of the foregoing, are authorized and directed to execute and deliver such other documents or certificates needed from the City for the sale of the Obligations. e. The approvals in this Section are specifically subject to execution of the Joint Powers Agreement by each of the Host Cities, approval of the Project by DEED and the final agreement by the Issuer to issue the Obligations. 6. Special. Limited Obligation. The Obligations, when and if issued for the Project by the Issuer, shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the Host Cities. (There will, however, be a charge, lien or encumbrance on the Project, which is not an asset of the Host Cities.) The Obligations, when and if issued, shall recite in substance that the Obligations and the interest thereon, are payable solely from revenues received from the Project and property pledged for payment thereof, and shall not constitute a debt of the Host Cities within the meaning of any constitutional or statutory limitation. 7. Payment of Issuer's Administrative Fee and Costs. The issuance of the Obligations and the approvals given in this resolution, are subject to the agreement by the Borrower that it will pay the administrative fees of the Issuer and pay, or, upon demand, reimburse the Issuer for payment of, any and all costs incurred by the Issuer in connection with the Project and the issuance of the Obligations by the Issuer, whether or not the Project is carried to completion, or the Obligations are issued. 8. No Bank Qualification Allocation. The City has not made any allocation to the Issuer to designate the Obligations as "qualified tax exempt obligations" under Section 265 of the Internal Revenue Code of 1986, as amended. Passed by the City Council ofthe City of Richfield, Minnesota, this 27th day of July, 2004. ??;;;f;r; A W Martin J. Kirs ayor ATTEST: 3