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HomeMy Public PortalAbout2002_06_11_r095The Town of Leesburg, lrglnla pRESENTED June 11, 2002 RESOLUTION NO. 2002-95 ADOPTED June 11, 2002 A RESOLUTION: APPOINTING DIRECTORS TO GILCORP AND DIRECTING THE MAYOR TO TAKE ALL NECESSARY ACTION REGARDING STATUS OF GILCORP AND APPROVING THE ROLE OF GILCORP IN THE REFINANCING OF THE LOUDOUN COUNTY GOVERNMENTAL FACILITIES WHEREAS, Gilcorp, a non-stock corporation under the Virginia Non-stock Corporation Act, was incorporated with an effective date of incorporation, as certified by the Commonwealth of Virginia State Corporation Commission, of November 3, 1994; and WHEREAS, Gilcorp was organized to promote general social welfare of the residents of the Town and Loudoun County, Virginia (the "County") and to lessen the burdens of their respective governments by the development and leasing to the County of certain governmental facilities, which were financed by Certificates of Participation, Series 1994A (Evidencing Interests in Payments to be Made by the County of Loudoun, Virginia Under a Lease/Purchase Agreement) (the "Outstanding Certificates"); and WHEREAS, the County has notified the Town that it intends to refinance the Outstanding Certificates to obtain debt service savings that will benefit the County, its residents, and the residents of the Town, and that such refinancing will be accomplished through the issuance of Public Facility Lease Revenue Refunding Bonds (the "Refunding Bonds") by the Industrial Development Authority of Loudoun County; and WHEREAS, it is necessary to obtain certain actions and approvals by Gilcorp in connection with the issuance of the Refunding Bonds; and WHEREAS, pursuant to the Articles of Incorporation of Gilcorp, the Board of Director members shall be appointed by the Council of the Town of Leesburg, Virginia; and A RESOLUTION: -2- APPOINTING DIRECTORS TO GILCORP AND DIRECTING THE MAYOR TO TAKE ALL NECESSARY ACTION REGARDING STATUS OF GILCORP AND APPROVING THE ROLE OF GILCORP IN THE REFINANCING OF THE LOUDOUN COUNTY GOVERNMENTAL FACILITIES WHEREAS, the current terms of the Board of Directors members are or may be expired and Gilcorp has not taken all necessary action to keep its Certificate of Good Standing current with the State Corporation Commission; and WHEREAS, the Town desires to take all necessary action to assist Gilcorp in reinstating its good standing with the State Corporation Commission and to assist the County in its refinancing and the issuance of the Refunding Bonds. THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows: SECTION I. The Mayor and her designees are authorized to take whatever action necessary to assist Gilcorp in reinstating its good standing with the State Corporation Commission. SECTION II. The Council appoints the following persons as members of the Board of Directors of Gilcorp: B. J. Webb Stanley Caulkins Frank Ratio Georgia Bange (One member shall remain vacant because the Bylaws require that one member be the Chairman of the Finance Committee of the Council, which position no longer exists). SECTION III. The Town Council approves the participation of Gilcorp in the refinancing of the Outstanding Certificates and the issuance of the Refunding Bonds. SECTION IV. All other acts of the Mayor or her designees that are in conformity with the purposes and intent of this Resolution and in furtherance of reinstating Gilcorp as a non-stock corporation in good standing by the State Corporation Commission are authorized and approved. SECTION V. This resolution shall take effect immediately. A RESOLUTION: -3- APPOINTING DIRECTORS TO GILCORP AND DIRECTING THE MAYOR TO TAKE ALL NECESSARY ACTION REGARDING STATUS OF GILCORP AND APPROVING THE ROLE OF GILCORP IN THE REFINANCING OF THE LOUDOUN COUNTY GOVERNMENTAL FACILITIES PASSED this 11th day of June 2002. ATrES£: erkof Council B.J.~We'bb,~ayor~C)(~~ Town of Leesburg