HomeMy Public PortalAbout1985-092EXTRACT OF MINUTES OF MEETING OF THE
CITY COUNCIL OF THE CITY OF MEDINA
COUNTY OF HENNEPIN, MINNESOTA
Pursuant to due call and notice thereof, a regular meeting of the City
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., C.T.
The following members of the Council were present:
/6247/..5a7, /-le /0/4- sate,, //di-0/C-4t-`/, /6's5u• Scl��
and the following were absent:
4/o A/Q
***
The Mayor announced that the meeting was convened for the consider-
ation of the bids which had been received for the purchase of the City's
$415,000 General Obligation Improvement Bonds of 1985, as advertised for
sale. The City Clerk presented affidavits showing publication of notice of
sale in the City's official newspaper and in Commercial West, a financial
paper published in Minneapolis, Minnesota, which affidavits were examined,
found satisfactory and ordered placed on file.
The City Clerk presented a tabulation of the bids which had been re-
ceived in the manner specified in the notice of sale of the Bonds. The
bids were as follows:
After due consideration of the bids, Councilmember 7/�
introduced the following resolution and moved its adoption:
RESOLUTION NO.
(„7_'
RESOLUTION AWARDING THE SALE OF $415,000
GENERAL OBLIGATION IMPROVEMENT BONDS OF 1985;
FIXING THEIR FORM AND SPECIFICATIONS;
DIRECTING THEIR EXECUTION AND DELIVERY;
AND PROVIDING FOR THEIR PAYMENT
BE IT RESOLVED By the City Council of the City of Medina,
Minnesota, (City) as follows:
Section 1. Sale of Bonds.
1.01. The bid of
ur-
chaser) to purchase $415,000 General Obligation Improvement Bonds of (1985
(Bonds) of the City described in the Official Terms of Offering thereof is
hereby found and determined to be the highest and best bid received pur-
suant to duly advertised notice of sale and shall be and is hereby accept-
ed, the bid being to purchase the Bonds at a price of $ plus
accrued interest to date of delivery, for Bonds bearing interest as fol-
lows:
Year of Interest
Year of Interest
Maturity Rate Maturity Rate
The City Clerk -Treasurer is directed to retain the good faith check of the
Purchaser on behalf of the City pending completion of the sale and delivery
of the Bonds, and to return the checks of the unsuccessful bidders forth-
with. The sum of $ being the amount offered by the Purchaser in
excess of $406,863 shall be credited to the Debt Service Fund created by
Section 3.
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1.02. The City shall forthwith issue and sell the Bonds in the total
principal amount of $415,000, originally dated as of October 1, 1985, the
Bonds being in fully registered form and issued in the denomination of
$5,000 or any integral multiple thereof, numbered no. 1 upward, bearing
interest as above set forth, and which Bonds mature serially on October 1
in the years and amounts as follows:
YEAR AMOUNT YEAR AMOUNT
1987 $40,000 1992 $40,000
1988 45,000 1993 45,000
1989 45,000 1994 40,000
1990 45,000 1995 40,000
1991 45,000 1996 30,000
The City may elect on October 1, 1994, and on any interest payment date
thereafter, to prepay Bonds due on or after October 1, 1995. Redemption
may be in whole or in part of the Bonds subject to prepayment. If redemp-
tion is in part, those Bonds remaining unpaid which have the latest maturi-
ty date will be prepaid first. If only part of the Bonds having a common
maturity date are called for prepayment the specific Bonds to be prepaid
will be chosen by lot by the Registrar named in Section 2. A11 prepayments
shall be at a price of par and accrued interest.
Section 2. Form: Registration.
2.01. Registered Form. 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 described herein.
2.02. 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 date of original 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
business on the fifteenth day of the immediately preceding month, whether
or not such day is a business day.
2.03. Registration. The City shall appoint, and shall maintain, a
bond registrar, transfer agent, authenticating agent and paying agent
(Registrar). 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.
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(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.
(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
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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.
2.04. Appointment of Initial Registrar. The City hereby appoints
, Minnesota, as the initial
Registrar. The Mayor and the Clerk are authorized to execute and deliver,
on behalf of the City, a contract with the 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
Clerk -Treasurer shall transmit to the Registrar moneys sufficient for the
payment of all principal and interest then due.
2.05. Execution, Authentication and Delivery. The Bonds shall be
prepared under the direction of the Clerk -Treasurer and shall be executed
on behalf of the City by the signatures of the Mayor and the Clerk -
Treasurer, provided that all signatures may be printed, engraved or litho-
graphed 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 facsimi-
le shall nevertheless be valid and sufficient for all purposes, the same as
if he had remained in office until delivery. Notwithstanding such exe-
cution, no Bond shall be valid or obligatory for any purpose or entitled to
any security or benefit under this Resolution unless and until a certifi-
cate of authentication on such Bond has been duly executed by the manual
signature of an authorized representative of the Registrar. Certificates
of authentication on different Bonds need not be signed by the same rep-
resentative. 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 purchase price in accordance with the contract of sale
heretofore made and executed, and the Purchaser shall not be obligated to
see to the application of the purchase price.
2.06. 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 IMPROVEMENT BOND OF 1985
Rate Date of
Maturity Original Issue
October 1, 1985
No.
CUSIP
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 to
or registered assigns, the principal sum of
y date
specified above, with interest thereon from the date hereof ttthe tannual
rate specified above, payable April 1 and October 1 in each year, com-
mencing 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 presenta-
tion and surrender hereof, the principal hereof are payable in lawful money
of the United States of America by check or draft by
, asota
Authenticating Agent and Paying Agent,, or itsson
designated Bsuccessorstrarunder
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 irrevo-
cably pledged.
The City may elect on October 1, 1994, and on any interest payment
date thereafter, to prepay Bonds of this issue due on or after October 1,
1995. Redemption may be in whole or in part of the Bonds subject to pre-
payment. If redemption is in part, those Bonds remaining unpaid which have
the latest maturity date will be prepaid first. If only part of the Bonds
having a common maturity date are called for prepayment the specific Bonds
to be prepaid will be chosen by lot by the Registrar. A11 prepayments
shall be at a price of par and accrued interest.
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.
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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 -Treasurer and has caused
this Bond to be dated as of the date set forth below.
Dated:
CITY OF MEDINA, MINNESOTA
(facsimile) (facsimile)
City Clerk -Treasurer
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
$415,000, all of like original date and tenor, except as to number, maturi-
ty date, interest rate and redemption privilege, issued pursuant to a
resolution adopted by the City Council on September 3, 1985 (the Resolu-
tion), for the purpose of providing money to defray the expenses incurred
and to be incurred in making local improvements, pursuant to and in full
conformity with the Constitution and laws of the State of Minnesota,
including Minnesota Statutes, Chapter 429 and is payable primarily from
special assessments against property specially benefited thereby, but
constitutes 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.
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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 satisfactory 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 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 indebtedness 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 -Treasurer
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:
TEN COM -- as tenants
in common
UNIF GIFT MIN ACT Custodian
(Cust) (Minor)
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TEN ENT -- as tenants
by entireties under Uniform Gifts to Minors
JT TEN -- as joint tenants with
right of survivorship and Act
not as tenants in common (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 Bond is held by joint account)
Please insert social security or
other identifying number of assignee
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2.07. The Clerk -Treasurer shall obtain a copy of the proposed approv-
ing legal opinion of LeFevere, Lefler, Kennedy, O'Brien & Drawz, a Profes-
sional 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 -Treasurer in substantially the form set forth in the form of
Bond. The Clerk -Treasurer 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.
Section 3. Security: Payment.
3.01. The Bonds shall be payable from the General Obligation Improve-
ment Bonds of 1985 Fund (Debt Service Fund) hereby created, and the pro-
ceeds of any general taxes hereafter levied and special assessments (As-
sessments) to be levied for the improvements (Improvements) financed by the
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 -
Treasurer 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
Assessments for the Improvements when collected.
3.02. It is hereby determined that the City will levy special assess-
ments for the improvements in the principal amount of at least 20% of the
cost of the improvements. To pay the City's share of the cost of the
improvements, there is hereby levied a direct annual irrepealable ad
valorem tax levy against all taxable properties in the City, which tax
levied shall be in the years and amounts as follows (year stated being year
of levy for collection the following year):
Year Amount Year Amount
3.03. It is hereby determined that the estimated collections of
special assessments for the payment of the Bonds and the foregoing ad
valorem tax levies will produce at least five percent in excess of the
amount needed to meet, when due, the principal and interest payments on the
Bonds. The City Clerk is directed to file a certified copy of this resolu-
tion with the Director of Property Taxation, and obtain the certificate
required by Minnesota Statutes, Section 475.63.
3.04. 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:
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(a) The City will cause the Assessments for the Im-
provements to be promptly levied so that the first install-
ment will be collectible not later than and will
take all steps necessary to assure prompt collection, and
the levy of the Assessments is hereby authorized. 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 appro-
priation of any other funds needed to pay the Bonds and
interest thereon when due.
(b) In the event of any current or anticipated defi-
ciency in the Assessments, 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 in connection
with the Improvements, the taxes and Assessments levied
therefor and other funds appropriated for their payment, and
all collections thereof and disbursements therefrom, moneys
on hand and balance of unpaid Assessments.
(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 in-
terested person upon request.
Section 4. Authentication of Transcript.
4.01. 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.
4.02. The Mayor and City Clerk -Treasurer are hereby authorized and
directed to certify that they have examined the Official Statement dated
August 20, 1985 prepared and circulated in connection with the issuance and
sale of the Bonds and that to the best of their knowledge and belief the
Official Statement is, as of the date thereof, a complete and accurate
representation of the facts and representations made therein as it relates
to the City.
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The motion for the adoption of the foregoing resolution was duly
seconded by Councilmember +GL.3ma4' and upon vote being taken thereon,
the following voted in favor thereof:
Andr�r500t� rdC-mez h 1
and the following voted against:
A Z /3z
AL /It
9-
whereupon said resolution was declared duly passed and adopted.
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STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF M DINA
) SS.
I, the undersigned, being the duly qualified and acting Clerk -
Treasurer of the City of Medina, Minnesota, do hereby certify that I have
carefully compared the attached and foregoing extract of minutes of a
regular meeting of the City Council held on Tuesday, September 3, 1985,
with the original thereof on file in my office and I further certify that
the same is a full, true and complete transcript therefrom insofar as the
same relates to the issuance and sale of the City's $415,000 General
Obligation Improvement Bonds of 1985.
WITNESS My hand as Clerk -Treasurer and the corporate seal of the
City this day of , 1985.
(SEAL)
��jz-e."
City Clerk -Treasurer
City of Medina, Minnesota
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