HomeMy Public PortalAbout1985-091EXTRACT OF MINUTES OF MEETING OF THE
CITY COUNCIL OF THE CITY OF MEDINA
HENNEPIN COUNTY, MINNESOTA
Pursuant to due call and notice thereof, a regular meeting of the
Council of the City of Medina, Minnesota, was duly held in the City Hall in
the City of Medina, on Tuesday, September 3, 1985, commencing at 7:30
o'clock p.m.
The following members were present:
///�C[Gr S 0n fie fili r/AL l�j
and the following were absent:
* * *
.5c4e-ir44'
* * *
The Mayor announced that the next order of business was consideration
of bids for the purchase of the City's $475,000 General Obligation Refund-
ing Improvement Bonds of 1985, in accordance with a resolution providing
for the issuance and sale thereof adopted August 6, 1985. The Clerk
presented affidavits showing publication of a notice of sale in the offi-
cial newspaper of the City, and in Commercial West, a financial paper
published in Minneapolis, Minnesota, which affidavits were examined and
found satisfactory and ordered placed on file.
The Clerk then opened and tabulated the bids submitted as specified in
the Official Notice of Sale. The bids were examined and found to be as
follows:
After due consideration of the bids, councilmember oee'./ c'-F"
introduced the following resolution and moved its adoption:
57 -q/
RESOLUTION AWARDING THE SALE OF $475,000
GENERAL OBLIGATION REFUNDING IMPROVEMENT
BONDS OF 1985; FIXING THE FORM AND SPECIFICATIONS
THEREOF; AND PROVIDING FOR THEIR PAYMENT
BE IT RESOLVED By the City Council of the City of Medina, Hennepin
County, Minnesota (City), as follows:
1. It is hereby determined:
(a) The City has heretofore issued and sold its $700,000 General
Obligation Improvement Bonds of 1981 (1981 Bonds) in the
principal amount of $700,000, dated November 1, 1981, of
which $500,000 in principal amount is outstanding. The
outstanding 1981 Bonds bear interest at the following rates
of interest:
Year Rate Year Rate
1986 10.60% 1990 11.40%
1987 10.80 1991 11.60
1988 11.00 1992 11.75
1989 11.20
A11 outstanding 1981 Bonds are subject to prior redemption
at the option of the City on February 1, 1986 and on any
interest payment date thereafter. Interest is next payable
on February 1, 1986.
(b) Minnesota Statutes, Section 475.67, permits the refunding of
city obligations and interest thereon before their due
dates, if consistent with covenants made with the holders
thereof, when determined by the governing body to be neces-
sary or desirable for the reduction of debt service cost to
the municipality. Obligations may be refunded not more than
six months before the date on which obligations to be
refunded will have matured or called for redemption in
accordance with their terms.
(c) The net effective interest rate on the 1981 Bonds was
%. Present interest conditions indicate that refund-
ing obligations can be sold by the City at considerable
interest cost savings.
(d) It is necessary and desirable for reduction of debt service
costs to the City that the City issue and sell $475,000
General Obligation Refunding Improvement Bonds of 1985
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(Bonds) to refund the interest on and principal of the 1981
Bonds, and that the 1981 Bonds be redeemed and prepaid on
February 1, 1986.
2. The City shall therefore issue and sell the Bonds in the amount
of $465,687. In order to provide in part the additional interest required
to market the Bonds at this time, additional bonds shall be issued in the
amount of $9,313. Any excess of the purchase price over the sum of
$465,687 shall be credited to the Debt Service Fund hereinafter created for
the purpose of paying interest first coming due on the Bonds.
3. The bid of (Purchaser), to purchase the
Bonds is hereby accepted, such offer being to purchase the Bonds at a price
of $ plus accrued interest to date of delivery, for Bonds bearing
interest at the following rates of interest:
Year of Maturity Interest Rate Per Annum
Net effective interest rate - %
The Mayor and City Clerk are directed to enter into a purchase contract for
the Bonds with the Purchaser.
4. The City shall forthwith issue and sell the Bonds in the prin-
cipal amount of $475,000 originally dated October 1, 1985, the Bonds being
numbered 1 upward, in the denomination of $5,000 each or any integral
multiple thereof, bearing interest as above set forth, and which Bonds
mature serially without option of prior payment on October 1 in the years
and amounts as follows:
YEAR AMOUNT
1986-1987 $50,000
1988-1992 75,000
5. The Bonds shall be issuable only in fully registered form. The
interest thereon and, upon surrender of each Bond, the principal amount
thereof shall be payable by check or draft issued by the Registrar de-
scribed herein.
6. Dates; Interest Payment Dates. Each Bond shall be dated as of
the last interest payment date preceding the date of authentication to
which interest on the Bond has been paid or made available for payment,
unless (i) the date of authentication is an interest payment date to which
interest has been paid or made available for payment, in which case such
Bond shall be dated as of the date of authentication, or (ii) the date of
authentication is prior to the first interest payment date, in which case
such Bond shall be dated as of the original date of issue. The interest on
the Bonds shall be payable on April 1 and October 1 in each year, commenc-
ing April 1, 1986, to the owner of record thereof as of the close of
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business on the fifteenth day of the immediately preceding month, whether
or not such day is a business day.
7. Registration. The City shall appoint, and shall maintain, a bond
registrar, transfer agent, authenticating agent and paying agent (Regis-
trar). The effect of registration and the rights and duties of the City
and the Registrar with respect thereto shall be as follows:
(a) Register. The Registrar shall keep at its principal corpo-
rate trust office a bond register in which the Registrar shall provide
for the registration of ownership of Bonds and the registration of
transfers and exchanges of Bonds entitled to be registered, trans-
ferred or exchanged.
(b) Transfer of Bonds. Upon surrender for transfer of any Bond
duly endorsed by the registered owner thereof or accompanied by a
written instrument of transfer, in form satisfactory to the Registrar,
duly executed by the registered owner thereof or by an attorney duly
authorized by the registered owner in writing, the Registrar shall
authenticate and deliver, in the name of the designated transferee or
transferees, one or more new Bonds of a like aggregate principal
amount and maturity, as requested by the transferor. The Registrar
may, however, close the books for registration of any transfer after
the fifteenth day of the month preceding each interest payment date
and until such interest payment date.
(c) Exchange of Bonds. Whenever any Bonds are surrendered by
the registered owner for exchange the Registrar shall authenticate and
deliver one or more new Bonds of a like aggregate principal amount and
maturity, as requested by the registered owner or the owner's attorney
in writing.
(d) Cancellation. A11 Bonds surrendered upon any transfer or
exchange shall be promptly cancelled by the Registrar and thereafter
disposed of as directed by the City.
(e) Improper or Unauthorized Transfer. When any Bond is pre-
sented to the Registrar for transfer, the Registrar may refuse to
transfer the same until it is satisfied that the endorsement on such
Bond or separate instrument of transfer is valid and genuine and that
the requested transfer is legally authorized. The Registrar shall
incur no liability for the refusal, in good faith, to make transfers
which it, in its judgment, deems improper or unauthorized.
(f) Persons Deemed Owners. The City and the Registrar may treat
the person in whose name any Bond is at any time registered in the
bond register as the absolute owner of such Bond, whether such Bond
shall be overdue or not, for the purpose of receiving payment of, or
on account of, the principal of and interest on such Bond and for all
other purposes, and all such payments so made to any such registered
owner or upon the owner's order shall be valid and effectual to
satisfy and discharge the liability upon such Bond to the extent of
the sum or sums so paid.
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(g) Taxes, Fees and Charges. For every transfer or exchange of
Bonds, the Registrar may impose a charge upon the owner thereof suffi-
cient to reimburse the Registrar for any tax, fee or other govern-
mental charge required to be paid with respect to such transfer or
exchange.
(h) Mutilated, Lost, Stolen or Destroyed Bonds. In case any
Bond shall become mutilated or be destroyed, stolen or lost, the
Registrar shall deliver a new Bond of like amount, number, maturity
date and tenor in exchange and substitution for and upon cancellation
of any such mutilated Bond or in lieu of and in substitution for any
such Bond destroyed, stolen or lost, upon the payment of the reason-
able expenses and charges of the Registrar in connection therewith;
and, in the case of a Bond destroyed, stolen or lost, upon filing with
the Registrar of evidence satisfactory to it that such Bond was
destroyed, stolen or lost, and of the ownership thereof, and upon
furnishing to the Registrar of an appropriate bond or indemnity in
form, substance and amount satisfactory to it, in which both the City
and the Registrar shall be named as obligees. A11 Bonds so sur-
rendered to the Registrar shall be cancelled by it and evidence of
such cancellation shall be given to the City. If the mutilated,
destroyed, stolen or lost Bond has already matured or been called for
redemption in accordance with its terms it shall not be necessary to
issue a new Bond prior to payment.
8. Appointment of Initial Registrar. The City hereby appoints
, Minnesota, as the initial Registrar.
The Mayor and the Clerk -Treasurer are authorized to execute and deliver, on
behalf of the City, a contract with said Registrar. Upon merger or con-
solidation of the Registrar with another corporation, if the resulting
corporation is a bank or trust company authorized by law to conduct such
business, such corporation shall be authorized to act as successor Regis-
trar. The City agrees to pay the reasonable and customary charges of the
Registrar for the services performed. The City reserves the right to
remove the Registrar upon 30 days' notice and upon the appointment of a
successor Registrar, in which event the predecessor Registrar shall deliver
all cash and Bonds in its possession to the successor Registrar and shall
deliver the bond register to the successor Registrar. On or before each
principal or interest due date, without further order of this Council, the
Administrator Clerk shall transmit to the Registrar moneys sufficient for
the payment of all principal and interest then due.
9. Execution, Authentication and Delivery. The Bonds shall be
prepared under the direction of the Clerk and shall be executed on behalf
of the City by the signatures of the Mayor and the Clerk, provided that all
signatures may be printed, engraved or lithographed facsimiles of the
originals. In case any officer whose signature or a facsimile of whose
signature shall appear on the Bonds shall cease to be such officer before
the delivery of any Bond, such signature or facsimile shall nevertheless be
valid and sufficient for all purposes, the same as if he had remained in
office until delivery. Notwithstanding such execution, no Bond shall be
valid or obligatory for any purpose or entitled to any security or benefit
under this Resolution unless and until a certificate of authentication on
such Bond has been duly executed by the manual signature of an authorized
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representative of the Registrar. Certificates of authentication on differ-
ent Bonds need not be signed by the same representative. The executed
certificate of authentication on each Bond shall be conclusive evidence
that it has been authenticated and delivered under this Resolution. When
the Bonds have been so prepared, executed and authenticated, the Clerk
shall deliver the same to the Purchaser thereof upon payment of the pur-
chase price in accordance with the contract of sale heretofore made and
executed, and the Purchaser shall not be obligated to see to the appli-
cation of the purchase price.
10. Form of Bonds. The Bonds shall be printed in substantially the
following form:
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[Face of the Bond]
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF MEDINA
GENERAL OBLIGATION REFUNDING IMPROVEMENT BOND OF 1985
Date of
Rate Maturity Original Issue
October 1, 1985
No.
The City of Medina, a duly organized and existing municipal
corporation in Hennepin County, Minnesota (City), acknowledges itself to be
indebted and for value received hereby promises to pay, without option of
prior payment, to
or registered assigns the principal sum of THOUSAND DOLLARS
($ ,000) on the maturity date specified above, with interest thereon from
the date hereof at the annual rate specified above, payable April 1 and
October 1 in each year, commencing April 1, 1986, to the person in whose
name this Bond is registered at the close of business on the 15th day
(whether or not a business day) of the immediately preceding month. The
interest hereon and, upon presentation and surrender hereof, the principal
hereof are payable in lawful money of the United States of America by check
or draft by , , Minnesota, as Bond Regis-
trar, Authenticating Agent and Paying Agent, or its designated successor
under the Resolution described herein. For the prompt and full payment of
such principal and interest as the same respectively become due, the full
faith and credit and taxing powers of the City have been and are hereby
irrevocably pledged.
Additional provisions of this Bond are contained on the reverse
hereof and such provisions shall for all purposes have the same effect as
though fully set forth in this place.
This Bond shall not be valid or become obligatory for any purpose
or be entitled to'any security or benefit under the Resolution until the
Certificate of Authentication hereon shall have been executed by the Bond
Registrar by manual signature of one of its authorized representatives.
IN WITNESS WHEREOF, the City of Medina, Hennepin County,
Minnesota, by its City Council, has caused this Bond to be executed on its
behalf by the facsimile signatures of the Mayor and City Clerk and has
caused this Bond to be dated as of the date set forth below.
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Dated:
CITY OF MEDINA, MINNESOTA
(facsimile) (facsimile)
City Clerk Mayor
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution
mentioned within.
By
Authorized Representative
[Reverse of the Bond]
This Bond is one of an issue in the aggregate principal amount of
$475,000, all of like original date and tenor, except as to maturity date,
number, and interest rate, issued pursuant to a resolution adopted by the
City Council on September 3, 1985 (the Resolution), for the purpose of
refunding, in accordance with Minnesota Statutes, Section 475.67, interest
on and outstanding principal of the City's General Obligation Improvement
Bonds of 1981, dated November 1, 1981. The Bonds of this issue are payable
primarily from special assessments levied on property benefited by the
improvement projects financed by the refunded bonds, but constitute a
general obligation of the City and, to provide moneys for the prompt and
full payment of said principal and interest as the same become due, the
full faith and credit of the City is hereby irrevocably pledged, and the
City Council will levy ad valorem taxes, if required for such purpose,
which taxes may be levied on all of the taxable property in the City
without limitation as to rate or amount. The bonds of this series are
issued only as fully registered bonds in denominations of $5,000 or any
integral multiple thereof, of single maturities.
As provided in the Resolution and subject to certain limitations
set forth therein, this Bond is transferable upon the books of the City at
the principal office of the Bond Registrar, by the registered owner hereof
in person or by the owner's attorney duly authorized in writing upon
surrender hereof together with a written instrument of transfer satisfac-
tory to the Bond Registrar, duly executed by the registered owner or the
owner's attorney; and may also be surrendered in exchange for Bonds of
other authorized denominations. Upon such transfer or exchange the City
will cause a new Bond or Bonds to be issued in the name of the transferee
or registered owner, of the same aggregate principal amount, bearing
interest at the same rate and maturing on the same date, subject to
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reimbursement for any tax, fee or governmental charge required to be paid
with respect to such transfer or exchange.
The City and the Bond Registrar may deem and treat the person in
whose name this Bond is registered as the absolute owner hereof, whether
this Bond is overdue or not, for the purpose of receiving payment and for
all other purposes, and neither the City nor the Bond Registrar shall be
affected by any notice to the contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all
acts, conditions and things required by the Constitution and laws of the
State of Minnesota to be done, to exist, to happen and to be performed
preliminary to and in the issuance of this Bond in order to make it a valid
and binding general obligation of the City in accordance with its terms,
have been done, do exist, have happened and have been performed as so
required, and that the issuance of this Bond does not cause the indebted-
ness of the City to exceed any constitutional or statutory limitation of
indebtedness.
(Form of certificate to be printed on the reverse side of each Bond,
following a full copy of the legal opinion.)
I certify that the above is a full, true and correct copy of the legal
opinion rendered by bond counsel on the issue of Bonds of the City of
Medina, Minnesota, which includes the within Bond, dated as of the date of
delivery of and payment for the Bonds.
(Facsimile Signature)
City Clerk
The following abbreviations, when used in the inscription of the
face of this Bond, shall be construed as though they were written out in
full according to applicable laws or regulations:
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TEN COM -- as tenants
in common
UNIF GIFT MIN ACT Custodian
(Cust) (Minor)
TEN ENT -- as tenants
by entireties under Uniform Gifts to Minors
JT TEN -- as joint tenants with
right of survivorship and
not as tenants in common
Act
(State)
Additional abbreviations may also be used though not in the
above list.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and
transfers unto
the within Bond and all rights thereunder, and
does hereby irrevocably constitute and appoint
attorney to transfer the said Bond on the books kept for registration of
the within Bond, with full power of substitution in the premises.
Dated:
Notice: The assignor's signature to this assignment must
correspond with the name as it appears upon the
face of the within Bond in every particular, with-
out alteration or any change whatever.
Signature Guaranteed:
Signature(s) must be guaranteed by a national bank or trust company or by a
brokerage firm having a membership in one of the major stock exchanges.
The Bond Registrar will not effect transfer of this Bond unless
the information concerning the assignee requested below is provided.
Name and Address:
' (Include information for all joint owners if
the Bonds are held by joint account)
Please insert social security or
other identifying number of assignee
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11. The Clerk shall obtain a copy of the proposed approving legal
opinion of LeFevere, Lefler, Kennedy, O'Brien & Drawz, a Professional
Association, Minneapolis, Minnesota, which shall be complete except as to
dating thereof and shall cause the opinion to be printed on each Bond,
together with a certificate to be signed by the facsimile signature of the
Clerk in substantially the form set forth in the form of Bond. The Clerk
is hereby authorized and directed to execute such certificate in the name
of the City upon receipt of such opinion and to file the opinion in the
City offices.
12. The Bonds shall be payable from the General Obligation Refunding
Improvement Bonds of 1985 Fund (Debt Service Fund) hereby created, and the
proceeds of special assessments heretofore levied against properties
benefited by improvements financed by the Bonds and the 1981 Bonds are
hereby pledged to the Debt Service Fund. If any payment of principal or
interest on the Bonds shall become due when there is not sufficient money
in the Debt Service Fund to pay the same, the Clerk shall pay such
principal or interest from the general fund of the City and such fund may
be reimbursed for such advances out of proceeds of general ad valorem taxes
when collected.
13. It is hereby determined that the estimated collections of special
assessments for the payment of the Bonds will produce at least five percent
in excess of the amount needed to meet, when due, the principle and inter-
est payments on the Bonds and that no tax levy is needed at this time.
14. It is hereby determined that the Improvements to be financed by
the Bonds will directly and indirectly benefit the abutting property, and
the City hereby covenants with the holders from time to time of the Bonds
as follows:
(a) The City has caused the assessments for the Improvements to
be promptly levied and will take all steps necessary to assure prompt
collection. The City Council shall cause all further actions and
proceedings relative to the making and financing of the Improvements
financed hereby to be taken with due diligence that are required for
the construction of each Improvement financed wholly or partly from
the proceeds of the Bonds and for the final and valid levy of special
assessments and the appropriation of any other funds needed to pay the
Bonds and interest thereon when due.
(b) In the event of any current or anticipated deficiency in any
grants, funds, investment income or special assessments pledged or
appropriated for payment of the principal of and interest on the
Bonds, the City Council will levy ad valorem taxes in the amount of
said current or anticipated deficiency.
(c) The City will keep complete and accurate books and records
showing all receipts and disbursements relating to the Improvements,
grants and pledged funds, any taxes or assessments levied therefor and
other funds appropriated for Bond payment, and all collections thereof
and disbursements therefrom, moneys on hand and balance of unpaid
assessments.
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(d) The City will cause its books and records to be audited at
least annually by qualified public accountants and will furnish copies
of such audit reports to any interested person upon request.
15. The Debt Service Fund for the 1981 Bonds is terminated on Febru-
ary 1, 1986, and all balances therein are transferred on that date to the
Debt Service Fund for the Bonds.
16. The 1981 Bonds are hereby called for redemption and prepayment in
accordance with their terms on February 1, 1986. The Clerk is authorized
and directed to publish a notice of redemption in the manner required by
law, such notice to be in substantially the following form:
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[Form of Notice]
NOTICE OF CALL FOR REDEMPTION
$700,000 GENERAL OBLIGATION IMPROVEMENT BONDS OF 1981
CITY OF MEDINA, MINNESOTA
Notice is hereby given that, by order of the City Council of the City
of Medina, Hennepin County, Minnesota, there have been called for redemp-
tion and prepayment on
February 1, 1986
all outstanding bonds of the City designated as General Obligation Improve-
ment Bonds of 1981, dated November 1, 1981, bearing serial numbers 56
through 140, inclusive, having stated maturity dates of February 1, in the
years 1987 through 1992, inclusive, and totalling $500,000 in principal
amount. The bonds are being called at a price of par plus accrued interest
to February 1, 1986, on which date all interest on said bonds will cease to
accrue. Holders of the bonds hereby called for redemption are requested to
present their bonds for payment with interest coupons attached at the main
office of the Northwestern National Bank of Minneapolis, in the City of
Minneapolis, Minnesota, on or before February 1, 1986.
Dated: September 3, 1985.
BY ORDER OF THE CITY COUNCIL
By 264- )- u-) f�
City Clerk
City of Medina, Minnesota
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It is determined that the proceeds of the sale of the Bonds
together with $50,000 hereby pledged to the payment of the 1981 bonds,
together with investment earnings will be sufficient to pay all principle
and interest due on the 1981 bonds at redemption. The proceeds of the sale
of the Bonds together with said $50,000 shall be deposited and retained in
the Bond Redemption Fund, hereby created, for the redemption of the 1981
bonds on February 1, 1986.
18. The officers of the City are hereby authorized and directed to
prepare and furnish to the Purchaser and to the attorneys approving the
Bonds, certified copies of proceedings and records of the City relating to
the Bonds and to the financial condition and affairs of the City, and such
other certificates, affidavits and transcripts as may be required to show
the facts within their knowledge or as shown by the books and records in
their custody and under their control, relating to the validity and market-
ability of the Bonds and such instruments, including any heretofore fur-
nished, shall be deemed representations of the City as to the facts stated
therein.
19. The Mayor and City Clerk -Treasurer are hereby authorized and
directed to certify that they have examined the official statement or
prospectus prepared and circulated in connection with the issuance and sale
of the Bonds and that to the best of their knowledge and belief said
statement is a complete and accurate representation of the facts and
representations made therein as of the date of said official statement or
prospectus as it relates to the City.
The motion for the adoption of the foregoing resolution was duly
seconded by Councilmemberd , , and upon vote being taken thereon,
the following voted in favor thereof:
47,vjew `;, r r; . /✓p '7) nt- /I � //j7 • G i�c' / / 4/6
--)G It C f/ G,4/-
and the following voted against:
whereupon said resolution was declared duly passed and adopted.
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STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF MEDINA
) SS.
I, the undersigned, being the duly qualified and Clerk of the
City of Medina, Minnesota do hereby certify that I have carefully compared
the attached and foregoing extract of minutes of a special meeting of the
City Council held on Tuesday, September 3, 1985, with the original thereof
on file in my office and the same is a full, true and complete transcript
therefrom insofar as the same relates to the issuance and sale of $475,000
General Obligation Refunding Improvement Bonds of 1985, of the City.
WITNESS My hand as Clerk and the corporate seal of the City this
day of , 1985.
(SEAL)
City Clerk
City of Medina, Minnesota
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