July 3, 2007 Regular Meeting Minutes

 

RECITALS

Ward County, North Dakota, (the "Issuer") is empowered by the Municipal Industrial Development Act of 1955, North Dakota Century Code Chapter 40-57 (the "Act")1, to issue revenue bonds in anticipation of the collection of revenues of a project therein defined to finance, in whole or in part, the cost of such project, whether then in existence or not; and

 

The Young Men's Christian Association of Minot, North Dakota, a North Dakota nonprofit corporation (the "Corporation") has requested that the Issuer issue, under the Act, one or more bank qualified bonds, the interest on which is to be excludable from gross income for federal and State of North Dakota income tax purposes, in an aggregate amount not to exceed $5,500,000, (the "Bonds") which Bonds are anticipated to be designated as captioned above, for the purchase by one or more investors (the "Bondholder"); and

 

First International Bank & Trust, Minot, North Dakota, has conditionally committed to purchase the Bonds, with participations to other area banks, so that the Issuer may loan the proceeds from the sale of the Bonds to the Corporation for the purpose of financing the construction and equipping of a 37,000 square foot expansion to the existing Minot Family YMCA facility located at 3515 16th Street SW in Minot, North Dakota, with the expansion to include a full-size gym, climbing tower, racquetball court, exercise area, track, locker rooms, and storage space, and making other improvements to the land on which the facility will be built (together the "Project"), and for other costs of the Project allowed under Section 40-57-07 of the Act, all to the extent that such is not paid by other sources; and

 

Pursuant to Section 40-57-07 of the Act, in determining the cost of a project, the governing body may include all cost and estimated cost of the issuance of the revenue bonds, all engineering, inspection, fiscal, and legal expense, any bond reserves, and the interest which it is estimated will accrue during the construction period and for six months thereafter; and

 

FINDINGS

As required by the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder (the "Code")2, specifically Section 147(f) thereof, and by Sections 40-57-04 and 40-57-04.1 of the Act, a Notice of Public Hearing, which contained a notice to competitors, was published prior to the hearing in the official newspaper of the Issuer, which is a newspaper of general circulation available to residents of the locality; and

 

As noticed, a public hearing was held on July 3, 2007, and following such hearing the Issuer has determined that approval of the issuance of the Bonds is in the public interest of the Issuer and that any competitive impact and effect of the issue on existing industry and business will not result in an unfair advantage for the proposed project to the substantial detriment of existing enterprise.

 

NOW, THEREFORE, BE IT RESOLVED by the Issuer as follows:

1. Project, Sale and Issuance Approval. The Issuer approves the Project and the sale and issuance of the Bonds, in one or more series, in anticipation of (i) additional covenants and provisions to be set out in a resolution adopted by the Issuer subsequent to this resolution, (ii) it entering into a mutually agreed upon bond purchase agreement with the Bondholder, and (iii) it receiving payments under a mutually agreed upon loan agreement with the Corporation sufficient to pay the principal of, premium, if any, and interest on the Bonds.

 

2. Maximum Principal Amount. The Bonds shall not exceed an aggregate principal amount of $5,500,000.

 

3. Maximum Interest Rate. The Bonds shall earn interest, which is to be excludable from gross income for federal and State of North Dakota income tax purposes, at an annual interest rate not greater than the Federal Home Loan Bank of Des Moines (or it’s successor) (the "FHLB") 5 Year Fixed Advance Rate on the closing date of the Bonds plus .130% for the first 5 years (60 months), with the interest rate adjusting every 5 years (60 months) at an annual interest rate not greater than the FHLB 5 Year Fixed Advance Rate at that time plus .130%.

 

4. Maximum Maturity. The Bonds shall mature not later than 25 years from the date of their issuance.

 

5. Limited Obligations. As provided by the Act, the Debt Service may not be payable from or charged upon any funds other than the revenue pledged to the Bonds' payment and the Issuer may not be subject to any liability thereon. No holder or holders of the Bonds, to include the beneficial owners of the Bonds, shall ever have the right to compel any exercise of any taxing power of the Issuer to pay the Bonds or the interest thereon, nor may such enforce payment thereon against any property of the Issuer. The Bonds will not constitute a charge, lien nor encumbrance, legal or equitable, upon any property of the Issuer; and

 

6. Bonds Not Debt of Issuer. As provided by the Act, the Bonds will not constitute debt of the Issuer within the meaning of any constitutional or statutory limitation.

 

7. Qualified Tax-exempt Obligations. The Bonds will be designated as “qualified tax exempt obligations” eligible for the exception from the disallowance of the deduction of interest by financial institutions allocable to the cost of carrying tax-exempt obligations in accordance with the provisions of Section 265(b)(3) of the Code, as the Issuer does not reasonably anticipate that it and any “subordinate entities” have issued or will issue more than $10,000,000 in qualified tax-exempt obligations during calendar year 2007, and the Issuer will not designate more than $10,000,000 of qualified tax-exempt obligations pursuant to such Section 265(b)(3) in calendar year 2007.

 

8. Arbitrage/Tax Exclusion. The Issuer covenants that (i) it will restrict the use of the proceeds of the Bonds in such manner and to such extent as may be necessary, in view of the Issuer’s reasonable expectations at the time of issuance of the Bonds, so that the Bonds will not constitute "arbitrage bonds" under Section 148 of the Code, and (ii) it will take all action that may be required of it (including, without implied limitation, the timely filing of a federal information return with respect to the Bonds) so that the interest on the Bonds will be and will remain excludable from gross income for federal income tax purposes, and will not take any action which would adversely affect such exclusion.

WHEREAS, this agreement is made under the authority of the MOU.

 

WEHREAS, each governing body, in performing governmental functions or in paying for the performance of governmental functions hereunder, shall make that performances or those payments from current revenues legally available to that party; and

 

WHEREAS, each governing body finds that the performance of this Agreement is in the best interests of both parties, that the undertaking will benefit the public, and that the division of costs fairly compensates the performing party for the services or functions under this agreement; and

 

WHEREAS, the “City” agrees to provide the “County” with a share of the equipment and overtime moneys from the JAG award for the 2007 Joint Program; and

 

WHEREAS, the “City” and “County” believe it to be in their best interests to reallocated the JAG fund.

 

NOW THEREFORE, the “City” and “County” agrees as follows:

 

Section 1

“City” and “County” agree to expend $60,467.00 for enhanced school security measures to include overtime, and increased video coverage of schools.

 

Section 2

Each party to this Agreement will be responsible for its own actions in providing services under this Agreement and shall not be liable for any civil liability that may arise from the furnishing of the services by the other party.

 

Section 3

The parties to this Agreement do not intend for any third party to obtain a right by virtue of this Agreement.

 

Section 4

By entering into this Agreement, the parties do not intend to create any obligations express or implied other than those set out herein; further this Agreement shall not create any rights in any party not a signatory hereto.

     BE IT RESOLVED by the Board of Ward County Commissioners, that the Commissioner has received and considered the report of the engineer, as to the general nature, purpose and feasibility of the proposed improvement benefiting Robinwood Estates Paving District No. 1-2007 and an estimate of the probable cost of the work, and has approved said report and directed that it be filed in the County Auditor/Treasurer’s office, where any interested person may examine it, and determine that it is necessary to make the improvement, to wit:

 

      Bituminous paving on the streets within the district and other appurtenances, contrivances, and structures used or useful for that purpose: and

 

      BE IT FURTHER RESOLVED that special assessments for the improvement shall be levied upon properties within the boundaries for the district as heretofore created, to wit:

     

ROBINWOOD ESTATES PAVING DISTRICT NO. 1-2007

     

      A subdivision located just north of Highway 52, approximately 4 miles west of Minot, ND in Harrison Township, Ward County. The project includes two street segments in the subdivision which are not currently paved. The first segment begins at the intersection of 16 Ave NW and 66 Street NW, then proceeds north on 66 Street NW to 11 Avenue NW, thence west until the intersection with 67 St NW. This segment’s length is 1,360 feet. The second segment is from the intersection of 19 Ave NW and 64 Street NW then proceeds south on 64 St NW approximately 1, 265 feet to tie into the existing pavement at this point.

 

      BE IT FURTHER RESOLVED that the entire cost to the County shall be paid by the levy of special assessments upon such properties in amounts proportionate to and not exceeding the benefits to be received by them from the improvements; and

 

      BE IT FURTHER RESOLVED that this resolution shall be published once each week for two consecutive weeks in the official newspaper, and the County Commission shall at its meeting to be held August 7, 2007 at 10:00 a.m., hear and determine the sufficiency of any written protests which owners of property within the district may file with the County Auditor/treasurer within thirty days after first publication.