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Tab_A-3S1 1.230,000 ROSFNIEAD CflNINIUNITY DEVELOPMLNT CONENIISSION ROSEMEAD NIFR(,ED PROJECT,kREA TAX ALLOCA LION BON I)S, SERI ES 2010A CERTIFICATE OF CITY CLE: R K RECA RDING RESOLUTION NO. 2010-44 1, Gloria VoIL d i. hcrch% ccrtlk that I am the City Clerk of the City of Rosemead, a public body, c:orhorate and politic, ur,~~u~iicel and existing under and by virtue of the laws of the State of California (the "City") and tli~it a, slich. I am familiar with the facts herein certified and authorized and qualified to execute the `arnlc on behalf of the City. I hereby certify that the attached resolution is the full, true and correct copy of Resolution No. 2010-44, adopted at a regular meeting of the members of the City Council of the City (the "City Council") held on June 22, 2010, of which meeting all of the members of the City Council had due notice and at which a quorum was present and acting throughout. I hereby further certify that I have carefully compared the same with the original resolution as so adopted at said meeting and entered in the minutes of the meeting of the City Council on file and of record in my office and that it is a full, true and correct copy of said resolution; and that said resolution has not been amended, modified or rescinded since the date of adoption and is now in full force and effect.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: July 15, 2010 CITY OF ROSEMEAD Gloria Molleda, City Clerk RESOLUTION NO. 2010-44 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROSEMEAD APPROVING THE ISSUANCE AND SALE OF NOT TO EXCEED $12,000,000 AGGREGATE PRINCIPAL AMOUNT OF ROSEMEAD COMMUNITY DEVELOPMENT COMMISSION MERGED REDEVELOPMENT PROJECT, TAX ALLOCATION BONDS, SERIES 2010A WHEREAS, the Rosemead Community Development Commission (the "Commission"), has authorized the issuance and sale of not to exceed $12,000,000 aggregate principal amount of its Merged Redevelopment Project, Tax Allocation Bonds, Series 2010A (the "Series 2010A Bonds"), for the purpose of providing funds to aid in financing and refinancing redevelopment activities in connection with the Commission's Merged Redevelopment Project, pursuant to an Indenture, dated as of June 1, 2010, by and between the Commission and U.S. Bank National Association (the "Trustee"), as trustee, ( the "Indenture"); WHEREAS, the Commission proposes to sell the Series 2010A Bonds to the Rosemead Financing Authority (the "Authority"), which will in turn sell the Series 2010A Bonds to E. J. De La Rosa & Co., Inc., as underwriter (the "Underwriter"), pursuant to a Purchase Contract (the "Purchase Contract"), among the Commission, the Underwriter and the Authority and pursuant to the Marks-Roos Local Bond Pooling Act of 1985, commencing with Section 6584 of the California Government Code (the "Act"); and WHEREAS, the Commission has previously executed a promissory note, dated September 28, 2007 (the "Promissory Note") pursuant to which the Commission borrowed $2,497,920 from the City of Rosemead (the "City") to finance Redevelopment activities in the Project Area; WHEREAS, the Commission has determined that it is in the best interests of the City and the Commission for the Commission to repay the Promissory Note with proceeds of the Series 2010A Bonds; WHEREAS, the City hereby finds that the use of the Act to assist the Commission in financing and refinancing the Commission's Merged Redevelopment Project will result in significant public benefits in the form of demonstrable savings in effective interest rates, and the more efficient delivery of local agency services; NOW THEREFORE, BE IT RESOLVED by the City Council of the City of Rosemead, as follows: Section 1. The foregoing recitals are true and correct and the City Council hereby so finds and determines. OHS West:260893169.1 41555-10 WWB/WWB Section 2. The issuance and sale of not to exceed $12,000,000 aggregate principal amount of the Series 2010A Bonds by the Commission, in accordance with the terms and conditions set forth in the Indenture, is hereby approved. Section 3. Amounts received by the City in connection with the repayment of the Promissory Note will held, invested and spent in compliance with the Tax Certificate, as defined in the Indenture. Section 4. The officers, agents and employees of the City are hereby authorized and directed, in the name and on behalf of the City, to take such actions, execute and deliver such documents and certificates, including a tax certificate, and to do any and all things which they, or any of them, deem necessary or desirable to accomplish the purposes of this Resolution. Section 5. This resolution shall take effect from and after its adoption and approval. I, Gloria Molleda, Clerk of the City of Rosemead, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of the City of Rosemead held on June 22, 2010, by the following vote, to wit: AYES: ARMENTA, CLARK, LOW, LY NOES: TAYLOR ABSENT: Gary lor, Mayor ATTEST: f ~ I 1 Gloria Molleda, City Clerk APPROVED AS TO FORM: Jose M. Montes ity Attorney OHS West:260893169.1 41555-10 WWB/WWB CITY CLERK'S CERTIFICATE I, Gloria Molleda, Clerk of the City of Rosemead, California hereby certify as follows: The foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the City Council of the City of Rosemead duly and legally held at the regular meeting place thereof on June 22, 2010, of which meeting all of the members of said City Council had due notice and at which a majority thereof were present. At said meeting said resolution was adopted by the following vote: AYES: ARMENTA, CLARK, LOW, LY NOES: TAYLOR ABSENT: An agenda of said meeting was posted at least 72 hours before said meeting at 8838 E. Valley Boulevard, Rosemead, California, a location freely accessible to members of the public, and a brief description of said resolution appeared on said agenda. I have carefully compared the same with the original minutes of said meeting on file and of record in my office and the foregoing is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes. 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: 23 City Clerk of the City of Rosemead [Seal] OHS West:260893169.1 41555-10 WWB/WWB