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HomeMy WebLinkAbout137 RDA_CCv0001.pdf RESOLUTION NO. R-137 RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF REDLANDS , AUTHORIZING THE SALE AND ISSUANCE OF $2 ,000 ,000 PRINCIPAL AMOUNT NEGOTIABLE PROMISSORY NOTES TO FINANCE A PORTION OF THE COST OF A REDEVELOPMENT PROJECT KNOWN AS "REDLANDS REDEVELOPMENT PROJECT. " WHEREAS, the Redevelopment Agency of the City Redlands (the "Agency") is a redevelopment agency (a public body, corporate and politic) duly created, established and authorized to transact business and exercise its powers , all under and pursuant to the Community Redevelopment Law (Part I of Division 24 of the Health and Safety Code of the State of California) and the powers of such agency include the power to issue notes for any of its corporate purposes ; and WHEREAS, a redevelopment plan for a redevelop- ment project known and designated as the "Redlands Redevelopment. Project" (hereinafter referred to as the "Project") has been adopted and approved and all require- ments of law for, and precedent to, the adoption and approval of said plan have been duly complied with; and WHERE-AS , said Agency deems it necessary to issue its notes to finance a portion of the cost of such redevelopment; NOW THEREFORE, BE IT RESOLVED by the Redevelopment Agency of the City of Redlands , as follows : Section 1. Under and pursuant to said Law and under and pursuant to this resolution, negotiable promissory notes of the Agency in the principal amount of $2 ,000 ,000 shall be issued by the Agency for the purpose of financing a portion of the cost of the Project and for other purposes related thereto as hereinafter provided. Section 2. The notes shall be and are a special obligation of the Agency and are secured by an irrevocable and first pledge of , and are payable as to both principal and interest from that portion of the taxes levied upon taxable property in that area of the City of Redlands known as the "Redlands Redevelop- ment Project" which is allocated to and paid into a special fund (as in this resolution created) o,f the Agency pursuant to Article 6 of Chapter 6 of said Law and Section 19 of Article XIII of the Constitution of the State of California, as hereinafter provided. Said notes , including the interest thereon, are not a debt of the City of Redlands , the State of California, or any of its political subdivisions , and neither said city, said state nor any of its political subdivisions is liable on it, nor in any event shall said notes or interest be payable out of any funds or properties other than those of the Agency as in this resolution set forth. Said notes do not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction. Neither the members of the Agency nor any persons executing the notes are liable personally on the notes by reason of their issuance. The notes shall be and are equally secured by an irrevocable and first pledge of said allocated tax revenues as hereinafter provided. The validity of said notes are not and shall not be dependent upon the completion of the Project or upon the performance by anyone of his obligation relative to the Project. Nothing in this resolution shall preclude the payment of said notes at or prior to maturity from the proceeds of refunding bonds or other obligations issued pursuant to law or from any other funds which may be made available for such purposes . Nothing in this resolution shall prevent the Agency from making advances of its own funds howsoever derived to any of the uses and purposes mentioned in this resolution. Section 3 . The notes shall be in the principal amount of $2 ,000 ,000 in the denomination o $500 ,000 each or, at the option of the purchaser or purchasers , in denominations of $5 ,000 each or any multiple thereof , shall he designated 1974 TAX ALLOCATION NOTES , REDLANDS REDEVELOPMENT PROJECT, shall be dated September 25, 1974 , and shall mature on September 25 , 1975, Section 4 . The notes shall bear interest at a rate to be hereafter fixed by resolution, but not to exceed eight percent (8%) per annum, payable semiannually on larch 25, 1975 and September 25 , 1975 . The notes shall bear interest until the principal sum thereof has been paid. Section 5. The notes and the interest thereon shall be payable in lawful money of the United States o America at the office of the Treasurer of the Agency in Redlands , California, or at the election of the holder thereof, at a bank or trust company authorized to do business in California which shall be designated by the original purchaser or purchasers of such notes to be the paying agent. Section 6. The notes shall be signed on behalf of the Agency by its Chairman and by its Secretary , and the seal of the Agency shall be impressed thereon. Section 7. The right shall be reserved to the Agency to pay, all or any part of the notes prior to their maturity , in which event the interest due to date on the amount so paid shall be paid along with such payment of principal , and interest shall cease on the amount of principal so paid; provided that the Agency shall give written notice of such prepayment to the original purchaser or purchasers of the notes at least ten days prior to the exercise of such right. Section S. There are hereby created with the Treasurer of the Agency a special trust fund called the Redlands Redevelopment Project Redevelopment Fund (herein- after called the "Redevelopment Fund") and a special trust fund called the Redlands Redevelopment Project Special Fund (hereinafter called the "Special Fund") . Until the notes and the interest thereon are paid, or until a sufficient amount has been irrevocably 4 . set aside in trust for that purpose, the moneys in the foregoing funds shall be used for no purpose other than those required or permitted by this resolution and said law. Section 9. The proceeds from the sale of the notes shall be placed in the Redevelopment Fund, except that the accrued interest and premium, if any , paid by the purchaser or purchasers of the notes shall be placed in the Special Fund. The moneys set aside and placed in the Redevelop- ment Fund' shall remain therein except as from time to time expended solely for the purpose of financing a por- tion of the cost of the Project and other costs and purposes related thereto; provided that such moneys may be used to pay interest on the notes to the extent that moneys in the Special Fund are insufficient for that purpose. if any sum remains in the Redevelopment Fund after the full accomplishment of the objects and purposes for which said notes were issued, said sum shall be placed in the Special Fund. Section 10. As provided in the Redevelopment Plan for the Redlands Redevelopment Project pursuant to Article 6 of Chapter 6 of said Law and Section 19 of Article XIII of the Constitution of the State of California, taxes levied upon taxable property in the Project Area each year by or for the benefit of the State of California, any city, county , city and county , district , or other public corporation (hereinafter sometimes called "taxing - agencies") after the effective date of the ordinance annrovinq said Redevelopment Plan (being ordinance No. 1500 on October 26 , 1972) shall be divided as follows : (1) That portion of the taxes which would be produced by the rate upon which the tax is levied each year by or for each of said taxing agencies upon the total sum of the assessed value of the taxable property in the Project Area as shown upon the assessment roll used in connection with the taxation of such property by such taxing agency last equalized prior to October 26, 1974 (being the effective date of the ordinance above referred to) , shall be allocated to and when col- lected shall be paid into the funds of the respec- tive taxing agencies as taxes by or for said taxing agencies on all other property are paid; and (2) That portion of said levied taxes each year in excess of such amount (hereinafter called "Tax Revenues") shall be allocated to and when collected shall be paid into the Special Fund of the Agency. The foregoing provisions of this section are a portion of the provisions of said Article 6 and said section 19 as applied to this note issue and shall be interpreted in accordance with said Article 6 and said Section 19 , and the further provisions and definition contained in said Article 6 and said Section 19 are hereby incorporated herein by reference and shall apply. The Tax Revenues are hereby pledged in their entirety to the payment of the principal of and interest on said notes as in this resolution provided, and until said notes , including the interest thereon, have been paid (or until moneys for that purpose have been irrevocably set aside) the Tax Revenues shall be applied solely to the payment of the notes and the interest thereon, all as in this resolution provided. Such pledge is for the exclusive benefit of the holders of said notes and shall be irrevocable. Section 11. The notes shall be issued as payable to bearer , shall be issued in negotiable form and shall be negotiable, and the form of said notes shall be substantially as follows : UNITED STATES OF AMERICA STATE OF CALIFORNIA COUNTY OF SAN BERNARDINO CITY OF DLDS REDEVELOPMENT AGENCY OF THE CITY OF REDLANDS 1974 TAX ALLOCATION NOTES DL DS REDEVELOPMENT PROJECT The REDEVELOPMENT AGENCY OF THE CITY OF DL DS (hereinafter sometimes called the "Agency") , a public body corporate and politic, duly organized and existing under the laws of the State of California, for value received, hereby promises to pay (but solely from the funds hereinafter mentioned) to the bearer on September 25 , 1975 i(subject to the right of prepayment as hereinafter stated) , upon presentation and surrender of this note, the sum of Dollars ($ with interest thereon (payable solely from said funds) from the date hereof at the rate of % per annum, payable semiannually. Both principal and interest are payable in lawful money of the United States of America at the office of the Treasurer of the Agency in Redlands , California, or at the office of the paying agent of said Agency designated by the original purchaser hereof. This note, including the interest thereon, is not a debt of the City of Redlands , the State of California or any of its political subdivisions and neither said city, said state nor any of its politi- cal subdivisions is liable thereon, nor in any event shall this note or said interest be payable out of any funds or properties other than the funds of the Agency 7. hereinafter mentioned. This note does not consriLuue an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction. Neither the members of the Agency nor any persons executing this note are liable personally on this note by reason of its issuance. This note has been issued pursuant to and in full conformity with the Constitution and laws of the State of California, and particularly the Community Redevelopment Law (being Part I of Division 24 of the Health and Safety Code of the State of California) for the purpose of financing a portion of the cost of the redevelopment project above designated and is authorized by and issued pursuant to Resolution No. (hereinafter called "the resolution") adopted by the Agency on September 17 , 1974. The principal of this note and the interest thereon are secured by an irrevocable and first pledge of, and are payable from, Tax Revenues (as such term is defined in the resolution) , and such other funds as may become available for such purpose, all as more particularly set forth in the resolution. The right is reserved to the Agency to pay all or any part of this note prior to maturity, in which event the interest due to date on the amount so paid shales be paid along with such payment of principal , and interest shall cease on the amount of principal so paid; provided that the Agency shall give written notice of such prepayment to the original purchaser of this note at least ten days prior to the exercise of such right. This note is a negotiable instrument and shall be negotiable by delivery. It is hereby recited, certified and declared that any and all acts, conditions and things required to exist , to happen and to be performed precedent to and in the issuance of this note exist, have happened and have been performed in due time, form and manner as required by the Constitution and statutes of the State of California. IN WITNESS WHEREOF, the Redevelopment Agency of the City of Redlands has caused this note to be signed on its behalf by its Chairman and by its Secretary and the seal of said Agency to be impressed hereon, and this note to be dated the 25th day of September, 1974 . C , rman f the iced 6Viif6pAent Agency of the City of Redlands (SEAL) � '– '—A Deputy Secretary of s sa-fa4ency S. Section 12 . Sealed bids for the purchase of the notes hereby authorized shall be received up to 11: 00 A.M. on September 24, 1974 , at the City Hall, 30 Cajon Street, Redlands , California. The terms of sale are as follows: TERMS OF SALE Award: The notes shall be sold for cash only. Each bid shall state the bidder offers par, the premium, if any, and the interest rate or rates, not to exceed eight percent (8%) per annum, and the denominations, at which the bidder offers to buy the notes in accordance with the terms of this Resolution. , Each rate bid must be a multiple of 1/20 of 1%. No note shall bear more than one interest rate. Highest Bidder: Bids may be for all or any part of the notes , provided that no bid for less than $500 ,000 principal amount of said notes nor bids which are not* a multiple of $500,000 will be accepted. Each bid shall state the denominations of the notes that the bidder offers par, accrued interest to the date of delivery, the premium, if any, and the interest rate or rates not to exceed those specified herein, at which the bidder offers to buy the notes. The notes will be awarded to the highest responsible bidder or bidders considering the interest rate or rates specified and the premium offered, if any. The highest bid will be determined by deducting the amount of the premium bid (if any) from the total amount of interest which the Agency would be required to pay from the date of the notes to the maturity date thereof at the rate specified in the bid, and the award will be made on the basis of the lowest net interest cost to the Agency. The purchaser must pay accrued interest from the date of the notes to the date of delivery computed on a 360-day year basis. The Agency reserves the right to award to any bidder all or any part of the notes in multiples of $500,000 which such bidder offers to purchase in his proposal, upon the basis of such proposal. If only a part of the notes bid for in a proposal are awarded by the Agency, any pre- mium specified in such proposal shall be prorated. Right of Rejection: The Agency reserves the right, in its discretion, to reject anyandall bids and, to the extent not prohibited by law, to waive any irregu- larity or informality in any bid. Prompt Award: The Agency will take action awarding the notes or rejecting all bids not later than twenty-six (26) hours after the expiration of the time herein prescribed for the receipt of proposals; provided, that the award may be made after the expiration of the specified time if the bidder shall not have given to the Agency notice in writing of the withdrawal of such proposal. Time and Place of Delivery: Delivery of the notes will be made to the successful bidder or bidders on September 28 , 1974, or as soon thereafter as practicable, - at the office of the Treasurer of the Agency in Redlands, California, or at such other place as may be agreed upon by said Treasurer and the successful bidder or bidders. Form of Bid: Each bid must be in a sealed envelope addressed to the Agency with the envelope and bid clearly marked, "Proposal for 1974 Tax Allocation Notes. " Bid Check: A certified or cashier' s check on a responsible bank or trust company in the amount of 2% of the par value of the total amount of the note or notes which the bidder offers to purchase, payable to the order of the Agency, must accompany each proposal as a guaranty that the bidder, if successful, will accept and pay for the notes in accordance with the terms of his bid. The check accompanying any accepted proposal or proposals shall be applied on the purchase price or, if such proposal or proposals is accepted but not performed, unless such failure of performance shall be caused by any act or omission of the Agency, shall then be cashed and the proceeds retained by the Agency. The check accompanying each unaccepted proposal will be returned promptly. Change in Tax Exempt Status: At any time before the bonds are tendered for delivery, the successful bidder or bidders may disaffirm and withdraw, the proposal if the interest received by private holders from notes of the same type and character shall be declared to be taxable income under present federal income tax laws , either by a ruling of the Internal Revenue Service or by a decision of any federal court, or shall be declared taxable by the terms of any federal income tax law enacted subsequent to the date of this notice. �! gal The unqualified opinion of O'Melveny & Myers, attorneys, approving the validity of the bonds will be furnished the successful bidder or bidders at or prior to the time of delivery of the bonds , at the expense of the Agency. A copy of such opinion, certified by an officer of the Agency by his facsimile signature, will be printed on the back of each bond. No charge will be made to the purchaser of such printing or certification. The unqualified opinion of said attorneys that interest on the notes is exempt from income taxes of the United States of America under present federal income tax laws , and that such interest is also exempt from personal income taxes of the State of California under present state income tax laws, will also be furnished the success- ful bidder or bidders at or prior to the time of delivery of the notes, at the expense of the Agency. Litigation Certificate: At the time of payment for and delivery of the notes, the Agency will furnish the successful bidder or bidders a certificate that there ,is no litigation pending affecting the validity of the notes. Section 13. The Secretary of the Agency is hereby authorized and directed to publish a notice inviting bids together with this resolution once in the Redlands Da 1 Facts, a newspaper of general circulation published .n the City of Redlands, such publication to be at least fire days prior to the date for receiving bids. Section 1 ,. The Secretary is further authorized and directed to cause to be furnished to prospective bidders copies of said notice inviting bids together with a copy of this resolution, but failure in whole or in part to comply with this section shall not in any manner affect the validity of the sale. Section 15. The resolution shall take effect upon adoption. . ADOPTED AND APPROVED this 17th day of September-, 1974. airman of the Redevelopment Agency of the City of Redlands ATTEST: w Deputy Secretary of the Agency (SEAL) STATE OF CALIFORNIA COUNTY OF SAN BERNARDINO SS. CITY OF REDLANDS I , Alice G. Walls, Deputy Secretary of the Redevelopment Agency of the City of Redlands , Redlands , California, DO I-TIEREBY CERTIFY that the foregoing resolution was duly adopted by the Redevelopment Agency of the City of Redlands at a regular meeting of said Agency heldonthe 17th day of September 1974 , and that it was so adopted -as follows: AYES: Member Millr, Chairman Cummings NOES: Member DeMirjVn ABSENT: Member Grace ABSTAIN: Member Knudsen (SEAL) Deputy Secretary of the Redevelopment Agency of the City of Redlands STATE OF CALIFORNIA COUNTY OF SAN BERNARDINO SS. CITY OF REDLANDS I , Alice 'G. Walls, Deputy, Secretary of the Redevelopment Agency of the City of Redlands, Redlands, California, DO HEREBY CERTIFY that the above and foregoing is a full , true and correct copy of Resolution No. R-137 and that the same has not been amended or repealed. DATED: September 18 1974. (SEAL) Deputy Secretary of the Redevelopment Agency of the City of Redlands