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HomeMy WebLinkAbout01-083RESOLUTION NO. O1-o83 RESOLUTION OF THE BOARD OF SUPF,I2VISORS OF BUTTE COUNTY AUTIiORILING THE ISSUANCE OF 2001-2002 TAX AND REVENUE ANTICIPATION NOTES FOR BUTTE COUNTY OFFICE OF EDUCATION WHEREAS, pursuant to Sections 53850, et seq., of the Government Code of the State of California (the "Act") contained in Article 7.b thereof, entitled "Temporary Borrowing," school districts and county offices of education organized and existing under the laws of the State of California are authorized to borrow money by the issuance of temporary notes for any purpose which the office is authorized to expend moneys, including, but not limited to, current expenses, capital expenditures, and the discharge of any obligation or indebtedness; and WHEREAS, Section 53853 of the Act provides that such notes must be issued in the name of the office by the Board of Supervisors of the County (the "County Board"), the County Superintendent of which has jurisdiction over the office, as soon as possible fallowing the receipt of a resolution of the Board of Education of the o1~Cce requesting the bo~-rotiving; and WHEREAS, the County Superintendent (the "Superintendent") of Butte County (the "County") has jurisdiction over the Butte County Office of Education (the "Office"); and WHEREAS, the Board of Education of the Office (the "Office Board") has requested that the County Board authorise the issuance of and offer for sale tax and revenue anticipation notes in the name of and on behalf of the Office under and pursuant to the provisions of the Act in an amount not to exceed Forty-one Million Five Hundred Thousand Dollars ($41,500,000) at an interest rate not to exceed eight percent (8%); NO~'V, THEREFORE, the Board of Supervisors of Butte County hereby resolves as follows: Section 1. Findin s. All of the above recitals are true and correct and the Cow~ty Board so finds and determines. Section 2. Authorization of Issuance of Notes; Terms Thereof; Paying Agent. The County Board hereby approves the request of the Office Board to issue notes on its behalf in an amount not to exceed $41,500,000 principal amount of Notes under Section 53850, et sec ., of the Act, designated `Butte County Office of Education, Butte County, State of California, 2001- 2002 Tax and Revenue Anticipation Notes" (the "Notes"); to be numbered from 1 consecutively upward in order of issuance; to be in the denominations of $5,000, or integral multiples thereof, to be dated the date of delivery thereof; to mature (without option of prior redemption) on such date as shall be determined by the Superintendent (or the Superintendent's designee) prior to the date of sale of the Notes, and shall bear interest from their date, payable at maturity (if the maturity of the Notes is determined to be one year or earlier from the date of issuance) or payable twelve months from the date of issue and at maturity (if the maturity of the Notes is determined to be more than one year from the date of issuance), and computed on a 30-day month/360-day year basis. Subject to Section 3 hereof, both the principal of an interest on the 1 656977,1 [9932._] Notes shall be payable at the office of the Butte County Treasurer/Tax Collector (the "County Treasurer"), Oroville, California, which is hereby designated as the paying agent (the "Paying Agent"). Section 3. Forth of Notes. "I'he Notes shall be issued in registered form, without coupons signed by facsimile or manual signature of the County Treasurer or designee, and shall be substantially in the form and substance set forth in Exhibit A attached hereto and by reference incorporated herein, the blanks in said form to be filled in with appropriate words and figures. The Notes shall be issued in fully registered form, and at the closing, there shall be one Note registered in the Warne of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"). DTC is hereby appointed depository for the Notes. There shall be printed on each Note the legal opinion of Kronick, Moskowitz, Tiedemann & Girard respecting the validity of said Notes and, immediately following such legal opinion, a certificate executed with the manual or facsimile signature of the Clerk of the County Board, said certificate to be in substantially the following form: 1 HEREBY CERTIFY that the foregoing is a true and correct copy of the legal opinion regarding the Notes therein described that was manually signed by Kronick, Moskowitz, Tiedemann & Girard, and was dated as of the date of delivery of and payment for said Notes. Mrrr7ttul or Facsimile Srgrtature Clerk of the Board of Supervisors Section 4. Transfer and Exchange of Notes. Subject to the provisions of Section 5 hereof, the registration of any Note may, in accordance with its terms, be transferred, upon the registration books kept by the Paying Agent for such purpose, by the person in whose name it is registered, in person or by his or her duly authorized attorneys, upon surrender of such Note for cancellation, accompanied by delivery of a written instrument of transfer, fully executed in a form approved by the Paying Agent. Whenever any Note or Notes shall be surrendered for registration or transfer, the Paying Agent shall execute and deliver a new Note or Notes, for a like aggregate principal amount. The Paying Agent shall require the Nate owner requesting such registration of transfer to pay any tax or other governmental charge required to be paid with respect to such transfer. The County may require the owner requesting such registration of transfer to pay such additional reasonable charge as may be necessary to cover customary expenses incurred and fees charged by the Paying Agent with respect to such registration of transfer. The Paying Agent may treat the registered owner of any Note as the absolute owner thereof far all purposes whatsoever in accordance with this resolution, and the Paying Agent shall not be affected by any notice to the contrary. Subject to the provisions of Section 4 hereof, Notes may be exchanged at the ©ffice of the Paying Agent in Oroville, California for a like aggregate principal amount of Notes in other authorized. denominations. The Paying Agent shall require the payment by the Note owner requesting such exchange of any tax or other governmental charge required to be paid with respect to such exchange. The Paying Agent may require the owner requesting such exchange to 2 656977.1 [9932._] pay such additional reasonable charge as may be necessary to cover customary expenses incurred and fees charged by the Paying Agent or the Office with respect to such exchange. Section 5. Use of Depository. (1) The Notes shall be initiaIly registered as provided in Section 3 hereof. Registered ownership of the Notes, or any portion thereof, may not thereafter be transferred except: (i) To any successor of Cede & Co., as nominee of the Depository Trust Company, or its nominee, or to any substitute depository designated pursuant to clause (ii) of this Section 5 (a "substitute depository"); rop vided, that any successor of Cede & Co., as nominee of The Depository Trust Company or a substitute depository, shall be qualified under any applicable laws to provide the services proposed to be provided by it; (ii) To any substitute depository not objected to by the Paying Agent, upon (1) the resignation of The Depository Trust company or its successor (or any substitute depository or its successor) from its functions as depository, or (2} a determination by the Office to substitute another depository far The Depository Trust Company (or its successor) because The Depository Trust Company or its successor (or any substitute depository or its successor) is not longer able to carry out its function as depository; rop vided, that any such substitute depository shall be qualified under any applicable laws to provide the services proposed to be provided by it; or (iii) To any person as provided below, upon (1) the resignation of the Depository Trust Company or its successor {or substitute depository or its successor) from its functions as depository, or (2) a determination by the Office to remove the Depository Trust Company or its successor (ar any substitute depository or its successor) from its functions as depository. (2) In the case of any transfer pursuant to clause (i) or clause {ii) of subsection (1) of this Section 5, upon receipt of the outstanding Notes by the Paying Agent, together with a request of the Office to the Paying Agent, a new Note shall be executed and delivered in the aggregate principal amount of the Notes registered in the name of such successor or such substitute depository, or their nominees, as the case may be, all as specified in such request of the Office. In the case of any transfer pursuant to clause {iii) of subsection (1) of this subparagraph (d), upon receipt of the outstanding Notes by the Paying Agent together with a request of the Office to the Paying Agent, new Notes shall be executed and delivered in such denominations numbered in the manner determined by the Paying Agent and registered in the names of such persons as are requested in such a request of the Office; rop vided that the Paying Agent shall not be required to deliver such new Notes within a period less than sixty {60) days from the date of receipt of such a request of the Office. Thereafter, Notes shall be transferred pursuant to Section 3 hereof. (3) The Office and the Paying Agent shall be entitled to treat the person in whose name any Notc is registered as the owner thereof for all purposes of this resolution. and any applicable laws, notwithstanding any notice to the contrary received by the Paying Agent or the Office; and the Office and the Paying Agent shall have no responsibility for transmitting payments to, communication with, notifying, or otherwise dealing with any beneficial owners of 3 656977.1 [9932. the Notes and neither the Office nor the Paying Agent will have any responsibility or obligations, legal or otherwise, to the beneficial owners or to any other party, including The Depository Trust Company or its successor (or substitute depository or its successor}, except for the Owner of any Notes. (4) So long as the outstanding Notes are registered in the name of Cede & Co. or its registered assigns, the Office and the Paying Agent shall cooperate with Cede & Co., as sole registered Owner, or its registered assigns in effecting payment of the principal of and interest on the Notes by arranging for payment in such manner that funds for such payments are properly identified and are made immediately available on the date they are due. Section 6. Deposit of Note Proceeds; No Arbitrage. The moneys so borrowed shall be initially deposited in the Treasury of the County in a proceeds fund (the "Proceeds Funds") to the credit of the Office and subsequently credited upon delivery of the District Notes to the respective general funds of the districts in the amount of the respective loans requested from the Office by certain school districts within the County. Until used or expended, the moneys may be invested in investment securities by the County Treasurer directly, or through an investment agreement, in investments as permitted by applicable California law, and meeting Standard and Poor's Ratings Services criteria for investments, or other investments approved by Standard and Poor's Rating Services including, but not limited to, investment in the Local Agency Investment Fund maintained by the Treasurer of the State of California. The Office has covenanted that it will make no use of the proceeds of the Notes that would cause the Notes to be "arbitrage bonds" under Section 148 of the Code; and, to that end, so long as any of the Notes are outstanding, the Office, and all of its officers having custody or control of such proceeds, shall comply with all requirements of (a) said section, including restrictions on the use and investment of proceeds of the Notes and the rebate of a portion of investment earnings on certain amounts, including proceeds of the Notes, if required, to the Federal government, and (b) of the Income Tax Regulations of the United States Treasury promulgated thereunder or any predecessor provisions, to the extent that such regulations are, at the time, applicable and in effect, so that the Notes will not be "arbitrage bonds." To the extent that monies invested or held by the County are subject to arbitrage rebate, neither the County or any officer or employee of the County shall assume hereunder or under the provisions of any rebate certificate any duty or obligation to make the actual calculatians of arbitrage rebate liability of the Office, or to pay any such rebate or any penalties in regard thereto if the Office miscalculates or fails to pay or cause such rebate or such penalties to be paid. Section 7. Payment of Notes. (A) Source of Payment. The principal amount of the Notes, together with the interest thereon, shall be payable from taxes, income, revenue, cash receipts, and other moneys which are received by the Office during fiscal year 2001-2002 and which are available therefor. The Notes shall be a general obligation of the Office, and, to the extent the Nates are not paid from the Pledged Revenues defined below, the Notes shall be paid with interest thereon from any other moneys of the Office lawfully available therefor, as provided herein and by law. 4 656977.1 [9932.__] (B) Pledged Revenues. The Notes shall be secured by a pledge of and first lien and charge against the first unrestricted revenues to be received by the County on behalf of the Office in such months and in such amounts as shall be determined by the Butte County Superintendent of Schools (the "Superintendent"), or the Superintendent's designee, prior to the date of the sale of the Notes, sufficient to pay the principal of and interest on the Notes at maturity (such pledged amounts being hereinafter called the "Pledged Revenues"). The term "unrestricted revenues" shall mean taxes, income, revenue, cash receipts, and other money of the Office as provided in Section 53856 of the Act, which are intended as receipts for the general fund of the Office and which are generally available for the payment of current expenses and other obligations of the Office, all as further defined in the Office Resolution. (C) Covenant Regarding Additional Short-Term Borrowing. The Office has covenanted and war-anted that it will not request the County Treasurer/Tax Collector (in such capacity, the "County Treasurer") to make temporary transfers of funds in the custody of the County Treasurer to meet any obligations of the Office during the 2001-2002 fiscal year pursuant to the authority of Article XVI, Section 6, of the Constitution of the State of Cahforlia or any other legal authority. (D) Deposit of Pledged Revenues in Repayment Fund. The Pledged Revenues shall be deposited in the County Treasury in the appropriate account in a special fund designated as the "Butte County Office of Education Tax and Revenue Anticipation Notes Repayment Fund" (herein called the "Repayment Fund") and applied as directed in this Resolution. Separate accounts shall be established within the Repayment Fund for the deposit of (i) unrestricted revenues received by the Office as payments with respect to each loan made from the proceeds of the Notes to a school district and (ii) unrestricted revenues from other sources. Any moneys placed in the 1epayment Fund shall be for the benefit of the holders of the Notes, and until the Notes and all interest thereon are paid or until provision has been made for the payment of the Notes at maturity with interest to maturity, the moneys in the Repayment Fund shall be applied only for the purposes for which the Repayment Fund is created. (E) Disbursement and Investment of Moneys in Repayment Fund. From the date this Resolution takes effect, all Pledged Revenues shall, when received, be deposited in the Repayment Fund to be held, invested and accounted for as provided herein. After such date as the amount of Pledged Revenues deposited in the Repayment Fund shall be sufficient to pay in full the principal of and interest on the Notes, when due, any moneys in excess of such amount remaining in or accruing to the Repayment Fund shall be transferred to the general fund of the Office upon the request of the Office. On the maturity date of the Notes, the moneys in the Repayment Fund shall be used, to the extent necessary, to pay the principal of and interest on the Notes. Moneys in the Repayment Fund shall be invested in investment securities by the County Treasurer, or such other appropriate investment officer of the County, directly, or through an investment agreement, in investments as permitted by applicable California law, as it is now in effect and as it may be amended, modified or supplemented from time to time, and the proceeds of any such investments shall, as received, be deposited in the Repayment Fund and shall be part of the Pledged Revenues. Investments must meet Standard & Poar's Credit Markets Services criteria for investments, or other investments appraved by Standard and Poor's Credit Markets 5 656977. t [9932._._] Services including, but not limited to, investment in the Local Agency Investment Fund maintained by the Treasurer of the State of California. Moneys so invested, and the earnings thereon, shall be accounted for as Plcdgcd Revenues, to be withdrawn solely for deposit in the Repayment Fund and used, to the extent necessary, to pay the principal of and interest on the Notes. Sufficient money for the payment of principal and interest for the maturing Notes must be placed into the Repayment Fund in the County Treasury at least one business day prior to the maturity of the Notes. Section 8. Execution of Notes. The County Board hereby directs the County rI'reasurer to sign the Notes manually or by facsimile signature, the Clerk of the County Board {the "Clerk") to countersign the Notes manually or by facsimile signature (provided at least one of the signatures is manual); the Clerk to affix the seal of the County thereto or a facsimile of the seal thereto; and said officers to cause the blank spaces thereof to be filled in as may be appropriate. Section 9. Sale of the Notes. The Notes will be sold either at a private sale to an underwriter or underwriters upon terms and conditions as are acceptable to the Office and consistent herewith or by competitive bid and awarded as set forth in an Official Notice of Sale which the Financial Advisor and the Superintendent of the Office, or his or her designee, are hereby authorized to prepare consistent with this Resolution. The County Treasurer, ar his or her designee, is hereby authorized to decide between competitive or private sale in conjunction with advice from the financial advisor. If the sale is negotiated, the County Treasurer, or his or her designee, is authorized to negotiate the sale of no more than $41,500,040 of notes at an interest rate of not more than 8%. If the sale is by competitive bid, the Superintendent of the Office, or his or her designee, is hereby directed to execute, and the Clerk of the Office is directed to publish, the Official Notice of Sale. The County Treasurer, with the prior concurrence of the Superintendent of the Office or the Superintendent's designee, is authorized to award the sale to said bidder. Section 10. Paying Agent. The County Treasurer is hereby appointed to act as the bond registrar and the Paying Agent of the Office for the purpose of receiving the payments of principal and interest made by the Office on the Notes at maturity, to hold, allocate, use, and apply said payments and to perform such other duties and powers of the Paying Agent as are prescribed in this Resolution. Section 11. Delivery of Notes. The proper officers of the County shall cause the Notes to be delivered to the successful bidder when the County Treasurer has received confirnlation of receipt of the proceeds. Section 13. Further Actions Authorized. The County Treasurer and other appropriate officers of the County are further authorized and directed to make, execute and deliver to the purchaser or purchasers of the Notes (a) a Certificate in the form customarily required by purchasers of bonds of public corporations generally, certifying to the genuineness and the execution of the Notes, and (b) a receipt in similar form evidencing the payment of the purchase price of the Notes which receipt shall be conclusive evidence that said purchase price of the Notes have been paid and has been received on the behalf of the Office. Any purchaser or G 656977.1 [9932. subsequent taker or holder of the Notes is hereby authorized to rely upon and shall be justified in relying upon any Certificate or receipt with respect to the Notes. Such officers and any other officers of the Office or of the County are hereby authorized to execute any and all other documents required to consummate the sale and. delivery of the Notes. PASSED AND ADOPTED by the Board of Supervisors of Butte County this 14th day of August , 2001, by the following vote: AYES: Supervisors Beeler, Dolan, 1loux, Yamaguchi and Chair Josiassen NOES: None ABSENT: None ~, -- C11air, oard of Supervisors, County of Butte, California Attest: ohn acklock, Clerk o the Board of Supervisors, County of Butte, California 7 ~~~ ~ ~: ~ ~ ~ ~~~ 5 ~~. ~,, Y , ,c; r . 656977.1 [9932._] CLERK'S CERTIFICATE I, John Blacklock, Clerk of the Board of Supervisors of Butte County, Califonlia, hereby certify as follows: The foregoing is a full, true, and correct copy of a resolution duly adopted at a regular meeting of the Board of Supervisors. of said County duly and regularly and legally held at the regular meeting place thereof on f.;,,~,~. _ , 2001, of which meeting all of the members of the Board of Supervisors of said Coarfty had due notice and at which a quorum was present. 1 have carefully compared the same with the original minutes of said meeting on file and of record, and the foregoing is a full, true, and correct copy of the original resolution adopted at said meeting and entered in said resolution. Said resolution has not been amended, modified or rescinded since the date of its adoption, and the same is now in full force and effect. Dated.: Joh acYclo~k, Clerk of the Board of S e~~lsors of Butte County 656977.1 [9932,_] Rh:SOI,U"PION Oh "TIFF, OE'1~`ICE OIL' H:000:~"TION OF I3li"T'I'E: COI,'N'TY AU"THORI7.IN(: 'I`III~: ISSU:~NCt~: OF 2Ut)I-2002'I'.~1X ANU RF:VENUE AN'TICIPA"TION NO'1`I~:S 1~OI2 SA1D OI~~C'ICi~: AND RI:QUh:S"TINC "TIII~: 130.-1IZU OF SIPI~;R~'ISOIZS O1~' I31"T'1'I? CO~'N"Tl' 'I'0 ISSUI~; S;~ID NO'I'I~:S G~'I I1~:IZI:nS, pursuant to Secllons 53~SU, ct seq., of ihr (~overnmcnt Codc of the State o(~ -_ - _ California (the "i1cl~~) contained in ~~rticle 7.C> thercul~. entitled "1~cmpuran~ 13~~n~u~ci11~~. ~ c>n ~~r al~tcr the lust clay of~ anv fiscal _yc=tr (being .[uly 1 }, the Butte Cuuitty Oflicc of Education (the ~~OC~1CC ~ ]1121 bUrro~~~ i1lonCl" b~~ ISSUItI~,~ LaS allCl I't'~'C11U~ alllll:l~~at](lIl 1~i11~5 ftll' all A' ~llr~~l)ti~ ~Of~ which tl~c Oi~ficc is authorized to expend moneys, including, but not limital to, current expenses, capital expenditures, and the discharge of any obiigatit~n or in~lchtcdncss of~thc: Of~liec, and WlIEIZEI~S, Section 53b5 ~ of the fact provides that such notes must be issued in the name of~ the C)I~l ice b}~ the Board of Supervisors ol~ the county (the "County Board"}, the countti~ SUpCrinlendent Of 1v111Ch haS ~Ur1sdlCllol7 OVCI" t11C Of ~ICC, aS SOOn as pO5s1b1C ~0110~~`111~~ the receipt of a resolution of the governing board of the Of~licc requesting the borrowing; and ti~'1IERI•:AS, the County Superintendent of~ Butte County (the -County") has jurisdiction <~~°er the Of~licc, and this Board of~l~:ducation (the "Oi~ficc 13uard"). bcin~_ the ~: o~~~rnin~ hocu-d ol~ the Office, herehy requests the borrowing of not to exceed Forty-one Million Fi~~c Hundred Thousand Dollars (~4f,SOU,000) at an interest rate not to exccccl eight percent (~°,~~,} through the issue by the County Board of 2001-20U2 'lax and Rey-enuc 1~11ticipatiun Notes (the "Notcs~~) in the name of the Ofl-ice; and WHERE,4S, the Office Board has found and determined that said 541,SUO,U00 maximum principal amount of Motes to be issued by the County Board on behalf ofthe Office in fiscal year 2OOl _2(}(}2, ~~11ot1 ridded to the interest payable thereon, does not exceed ci~hty-five percent (b5'%~) of the estimated amount of the uncollected taxes, income, revenue (including, but not limited to, revenue from state and federal governments), cash receipts and other moneys of the Office which will be available for the payment of~ the Notes and interest thereon, as required by Section 53858 of the Act; and NOW, THEREFORE, the Board of Education of Butte County Office of Education hereby resolves as follows: Section 1. Findin#~s. All of the above recitals are true and correct and the Office Board so finds and determines. Section 2. Authorization of Issuance of Notes Terns Thereof Paying Agent. The Off ice Board hereby authorizes the borrowing of an amount not to exceed $41,500,000 principal amount of and requests the County Board to issue in the name or the Off ce, Notes under Sections 53850, et sew., of the Act, designated "Butte County Office of Education, Butte County, State of California, 2001-2002 'pax and Kevenuc Anticipation Notes" (the "Notes"); to be 6jG112.1199i2. ] numbered from 1 consecutively upwa--d in order of issue-ucc; to be in the denominations of $5,000, or integral multiples tl7ercof~, to be dated the date of delivery thereof; to mature (without option oi' }prior redemption) on such date as shall be determined b_y the Superintendent (or the Superintendent's designee} prior to the c}ate of sale of the Notes, and shall bear interest from their date, payable at maturity (if the mattu-ity of the Notes is determined to be one _ycar or earlier from the date of issuance) or payable twelve months from the date of issue and at maturity {if the mattn-ity of the Notes is determined to be more than one year from the date of~ issuance), and comp--ted on a 30-day month!>60-day year basis. The Butte County Treasure--!'has C"ollector (the "C'ounty ~hrcasurer~") is hereby dcsi~!natcd as the paying agent (ihc '~I'ayin~~ ~<~ent~~}, The Office Board hereby authorises lo~u~s to be made to certain of those districts within the Office's jurisdiction (the "L)istricts'~) from the proceeds oi~ the Notes, provided that such loans shall be repayable at a rate of interest, computed on a 30-day month/360-da_y~ year basis, at the rate to be borne by the Notes, and as otherwise provided in the resolutions of the Districts authorising such loans (the "I)isU~ict Resolutions"). Sectio-1 3. Form of Notes. The Notes shall be in the form attached to the resolution entitled "Resolution of the Board of` Supervisors of Butte County Authorizing the Issuance of the 2001-2002 Tax and Revenue Anticipation Notes for the Butte County Office of Education."' "That resolution, to be adopted by the Cotmty Board in substantially the form on file with the Secretary of the Office Board, is hereby approved. Section 4. Deposit of Note Proceeds; No Arbiira<~e. "I'he moneys so borrowed shall be initially deposited in the Treasury of the County in a proceeds fiord to the credit of the Office and subsegL-ently credited in the amount oI'the respective loans concurrently with the delivery of the District Notes to the respective gcucral fiords of the District. Until used or expended, the moneys may be invested in investment securities by the County Treasurer directly, or through an investment agreement, in investments as permitted by applicable California law, and meeting Standard and Poor's Ratings Services criteria for investments, or other investments approved by Standard and Poor's Rating Services including, but not limited ta, investment in the Local Agency Investment Fund maintained by the Treasurer of the State of California. The Office hereby covenants that it will make no use oI' the proceeds of the Notes that would cause the Notes to be "arbitrage bonds" under Section 14~ of the Code; and, to that end, so long as any of the Notes are outstanding, the Office, and all of its officers having custody or control of such proceeds, shall comply with all requirements of (a) said section, including restrictions on the use and investment of proceeds of the Notes and the rebate of a portion of investment earnings on certain amounts, including proceeds of the Notes, if required, to the Federal government, and (b) of the Income Tax Regulations of the United States Treasury promulgated thereunder or any predecessor provisions, to the extent that such regulations are, at the time, applicable and in effect, so that the Notes will not be "arbitrage bonds." Section 5. Payment of Notes. (A) Source of Payment. The principal amotmt of the Notes, together with the interest thereon, shall be payable from taxes, income, revenue, cash receipts, and other moneys which are received by the Office during fiscal year 2001-2002 and which are available therefor. The Notes shall be a general obligation of the Office, and, to the extent the Notes are not paid from the y 656112.1 [9932.__...._) Pledged Revenues delined bcloti~~, tllc Notes shall be paid with interest thereon h~om any otllcr moneys ofthc Office lawfully available thcrcf~~r, as provided herein anti by la~~'. (B} Pledged EZcvenues. The Notes shall be secured by a pledge of~ and lust lice and charge against the first unrestricted revenues to be received by the County on behalf of the Office in such months and in such amounts as shall be determined by the Butte County Superintendent of~ Schools (the "Superintendent"), or the Superintendent's designee, prior to the date of the sale ofthe Notes, sufficient to pay the principal of and interest on the Notes at maturity (such plcdgccl amounts being hcrcinalter called the "Pledged Rcvenucs~~). ~l~hc term '~unrestricicd rcvenues.~ Shall tllean taxes, InCOllle, 1"CVemIC, CaSll reCClptS, and Othc;l' monCy Of the OIfICC a5 pI"OVlded in Section ~385G of the Act, which arc intended as receipts Eor the general fund of the Ol~ficc and which arc generally available for the payment oi~ cuia~ent expenses zu~d other obligations of the Office, including, but not limited to, those amounts paid by the Districts uidcr the District Notes. The dates so designated shall constitute the "deposit datcs~~ rcf~erred to in Section ~(B} of~ each District resolution. (C) Covenant Rcgarclin~ Additional Short-Te~7» Borrowing. ~hhe Office hereby __ covenants and warrants that it will not reducst the County "Treasurer/"Tax Collector (in such capacity, the "Countyy 7~reasurer ~) to make temporary transfers oi~ funds in the custody o1~ the County Treasurer to meet any obligations of the Office during the 2001-20(}2 fiscal year pursuant to the authority of Article ?~Vl, Section 6, of the Constitution of the State of California or any other legal authority. (D) Deposit of Pledged Revenues in Repaym_cnt Frmd. hhe Pledged Revenues shall ---- be deposited in the County Treasury in the appropriate account in a special fund designated as the "Butte County Office of Education Tax and Revenue Anticipation Notes Repayment fund" (herein called the `'Repayment Fund") and applied as directed in this Resolution. Any moneys placed in the Repayment Fund shall be for the benefit of the holders of the Notes, and until the Notes and all interest thereon are paid or until provision has been made fin- the payment of the Notes at maturity with interest to maturity, the moneys in the Repayment Fund shall be applied only for the purposes for which the Repayment F~md is created. (E} Disbursement and Investment of Moneys in Repayment Fund. From the date this Resolution takes effect, all Pledged Revenues shall, when received, be deposited in the Repayment Fund to be held, invested and accounted for as provided herein. After such date as the amount of Pledged Revenues deposited in the Repayment Fund shall be sufficient to pay in full the principal of and interest on the Notes, when due, any moneys in excess of such amount remaining in or accruing to the Repayment Fund shall be transferred to the general fund of the Office upon the request of the Office. The Office hereby covenants to return to the respective District any amount received by the Office which represents any portion of a deposit made by the District described in Section 4 hereof and the im~estment earnings thereon. On the maturity date of the Notes, the moneys in the Repayment Fund shall be used, to the extent necessary, to pay the principal of and interest on the Notes. Moneys in the Repayment Fund shall be invested in investment securities by the County Treasurer, or such other appropriate investment officer of the County, directly, or through an investment agreement, in investments as permitted by applicable California l~tw, as it is now in 3 65(at t2.1 (9932.___) ei~fcct anti as it may he amended, modified ur supplemented li-om time to time, and the proceeds of any such invcstmcnts shall, as received, he deposited in the Rcpa_ymcnt Fund and shall be part OI the I'Ied~~Cd IZeVCnUCS. Invcsttncnts nll(Sl ~11Cet Standard ck POOP S IZatlllg ~el~V)CeS CritCT"la IOC 1nVCtitlTlel1t5, OI' OthCI' lI1VCShIlenlS apprOVed by Standard and P(X)r S Rating SCI'VICCS InClUding, but not limited to, the invcstmcnts in the Local t'~gency Investment Fund maintained by the Treasurer of the State of Caliiorl~ia. lloncvs so invested, and the earnings ihei-con, shall he accounted for as Pledged Revenues, to be withch~a~ti~n solely for de}x~sit in the Repayment Fund and used, to the extent necessary, to hay the principal of and interest on the Notts. Sufficient InO11eV IOC the paylllcnt Of pt'1nClpal alld 1ntCCCSt f01' t11C Illallll'nlg NOtCS ill list bC plaCCd Into the' Rc'paylllCnt I'llnd In the COW1tV jCCaSUCV al (cast OIIC I)US1nCSS day pl-IOr t0 the Illatlll'lty OI tllC Otl'S. Section d. Execution of Notes. (~hc Ol~lice hereby requests the County Treasurer, or __ _ __ designated depl~ty thereof, to sign the Notes manually or by facsimile signature; the Clerk of tlic County Board (the "C`lerk'") tip countersign the Notes manually or by facsimile signature (hrovidcd at least one of the foregoing sigiatures is manual; the Clerk to affix the seal of the County or a facsimile of the seal thereto; and said officers to cause the blank spaces thereof to be filled in as may he appropriate. Section 7. Sale of the Notes. The Notes will be sold either at a private sale to an ~mde~writcr or underwriters upon terms and conditions as are acceptable to the Offiec and consistent herewith or by competitive hid and awarded as set forth in an Official Notice of Salc which the Financial Advisor and the County Superintendent, or his or her designee, are hereby authorized to prepare consistent with this Resolution. The County Treasurer, or his or her designee, is hereby authorized to decide between compctiti~ c or private sale in conjunction with advice from the financial advisor. if the salt is negotiated, the County Treasurer, or his or her designee, is authorized to negotiate the sale of no more than 541,500,000 of notes at an interest rate of not more than eight percent (8°%). If the sale is by competitive bid, the Superintendent, or his or her designee, is hereby directed to execute, and the Clerk of the Office is directed to publish, the Official Native of Sale. The County Treasurer is authorized to award the sale to said bidder. Section 8. Paxitl~ Agent. The County Treasurer is hereby appointed to act as the registrar and Paying Agent of the Office for the puiposc of receiving the payments of principal and interest made by the Office on the Notes at maturity, to hold, allocate, use, and apply said payments and to perform such other duties and powers of the Paying Agent as are prescribed in this Resolution. The Office shall compensate the County for the services of the County Treasurer for any expense determined by the County "I~reasurer. Section 9. Authorization of Preliminar~Official Statement and Official Statement. The Official Statement relating to the Notes in preliminary fornl is hereby approved. The Superintendent, or his or her designee, is hereby authorized and requested to execute and deliver the Official Statement in substantially the form presented to the Office Board, with such changes and additions thereto deemed advisable by the Superintendent or any other qualified officer of the Office. The Office authorizes the distribution by the financial advisor of the Official Statement to prospective purchasers of the Notes, and authorizes and directs the Superintendent, 4 c~sGt t2.t [932._-1 or the Superintendent's designee, on behalf of the Office, to deem "linal~~ pulsuant to (Zinc l ~c~- 1? under the Sccuritics Ixchangc Act of 19,1 (the "fZulc") the Official Statement prior to its distrihution by the Office's financial advisor. The execution of the Official Statement. shall be conclusive evidence of the approval of the Official Statement by ille Ofticc. I~he Superintendent. or the Supcrintcndent's designee, is separately authorized and directed to execute a statement that the facts contained in the Official Statement, and any supplement or- amendment thcrcto (which shall be deemed an original part thcrcto for purposes ol~ such statement) were, at the time ol~ the sale of the Notes, true and correct and arc material respects and that the Official StatClnl;nt did not, on the date of the sale ofthc Notes, and does not, as of the date of~ the delivery ol~ the Notes, contain any untrue statement of a material fact with respect to the Office or omit to state material facts with respect to the Ol~ficc rcquircd to he stated or necessary to make any statement made therein not misleading in the light of the cireumstanccs UndCC w'illcli ]t tiva5 ]Wade. I he Superlntendcnl, of the ~ltpel"IIItClldent S dl;slgnl'l', Shall lake Slleh further action as prior to the signing of the Official Statement as arc deemed necessary or appropriate to verify the accuracy thereof. The Superintendent, or his or her designee, is hereby authorized to execute, as necessary, a continuing disclosure certificate as may be rcquircd pursuant to subsection i5c2-12{b}(5}(i)(C) of the Rulc. Section 10. Dclivery of Notes. The proper of'eers of the CoLlnty Board are hereby requested to deliver the Notes to the successful bidder when the County Treasurer has received a~nfinnation of receipt of the proceeds. All actions heretofore taken h_y the aflicers and agents of the Office Board with respect to the Notes are hereby approved, confirmed, and ratified, and the officers of the Office Board arc hereby authorized and directed to do any and all things and take any and all actions which they, or any of them, may deem necessary or advisable in ardor to consummate the lawful issuance and delivery of the Notes in accordance with this Resolution, any supplemental resolution to this Resolution, and resolutions hereafter adopted by the County Board. Section 11. Financial Advisor. The Office Board hereby confirms the hiring of Govenunent Financial Strategics, Inc., as financial advisor to the Office with respect to the sale of the Notes. Section 12. Bond Counsel. The Office Board hereby confirms the Kirin, of Kronick, Moskovitz, "hiedemann & Girard, as bond counsel to the Office with respect to the sale of the Notes, Section 13. Further Actions Authorised. A11 actions heretofore taken by the oi'iicers and agents of the Office Board with respect to the sale and issuance of the Notes arc hereby approved, and the Superintendent, the Secretary of the Board and any and all other officers of the Of`fiee are hereby authorized and directed (or and in the name and on hchalf of the Office, to do any and all things and take any and all actions related to the execution and delivery of any and all certificates, requisitions, agreements and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Notes. The Secretary of the Board is hereby authorized and directed to file a cer-tificd copy of 5 6561 12.1 [9932._ this Resolution with the County Board, which shall constitute the request of the Office that the County Board issue and sell the Notes as soon as practicable, and to simultancausly provide certified copies of this Resolution to the County Treasurer. PASSED AND ADOPTED by the Board of Education of the Butte County Oftce of Education this 1 1 `~' day of June, 2001, by the following vole: AY1?S: NOES: ABSEIv"I~: ~__ i~/ ~'~.1~~ , ~- President, Board of Education Butte County Office of Education Attest: ~= ~''-~ ~ C._ irk, oard of~F ucati ~~ ~~utt,~`'County fice of Edu~`eation 6 656112.1 [9932._] SECRETARY"~ Ch; I2"TIh1Cf1"I'I~: C'crtificd Copy ofRcsolution hdoptcd on .lone l 1, 2001 I, .Icrry McGuire, hereby certify that I am the Superintendent of the But1c t'o~mty Ol~lice of Education, a county office duly organircd and cxistin~ under and by virtue of the Constitution and lati~~s of the State of ('alif~~rnia (the °Oflicc") and that as such l am authorised to c~ecutc this Certificate on bchalf~of the Office. 1 hereby further certify that attached hereto is a complete copy of a resolution which ~~as duly adopted by the Board of Education of the Office at a mectin~ therrof which .vas duly called and held on June 11, 2001, and at such mectin~~ a duorum was present and actin~~ throu~l~lout, and that said resolution has not been amended, modified or rescinded since the date of adoption and is now in full force and effect. Dated: June 1 ].2001 BU'I~"(~~ COtNTY OFFICE OF EDIC'AT[ON ...~. ~. ~.~ ,fit~t`r}%_,~ c ~ui~~; u~cr~nlendcnt ~. 6561121 (9932.