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HomeMy WebLinkAbout10/17/1991 - Adopted Board RecordsAT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER, THURSDAY, OCTOBER 17, 1991 RESOLUTION 101791-1 OF THE BOARD OF SUPERVISORS OF THE COUNTY OF ROANOKE, VIRGINIA WITH RESPECT TO $15,000,000 GENERAL OBLIGATION WATER SYSTEM BONDS, SERIES 1991 The Board of Supervisors ("Board") of the County of Roanoke, Virginia ("County") adopted a Resolution on August 27, 1991 ("Resolution"), authorizing the issuance and sale of the County's $15,000,000 General Obligation Bonds, Series 1991 ("Bonds"). A Preliminary Official Statement with respect to the Bonds has been prepared and distributed pursuant to the Resolution and the Board proposes to approve the sale of the Bonds pursuant to a Bond Purchase Agreement, dated as of October 17, 1991 ("Bond Purchase Agreement") with Alex. Brown & Sons Incorporated, Craigie Incorporated, Merrill Lynch & Co. and Scott & Stringfellow Investment Corp. ("Underwriters"). NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE COUNTY OF ROANOKE, VIRGINIA: 1. Ratification of Terms. The issuance and sale of the Bonds upon the terms and conditions set forth in the Bond Purchase Agreement are approved and ratified. 2. Ratification of Preliminary Official Statement; Execution of Official Statement. The Preliminary Official Statement is deemed final as of its date except for the omission of certain Information such as offering prices, interest rates, selling compensation and other information permitted by Rule 15c-2- 12 (b) of the Securities and Exchange Commission. The Chairman of the Board is authorized and directed to execute and deliver the Official Statement with respect to the issuance and sale of the Bonds in substantially the form of the Preliminary Official Statement with such changes that are not inconsistent with Rule 15c-2-12 as such officer may consider necessary or desirable in connection therewith and such Official Statement is hereby approved. 3. Approval and Execution of Bond Purchase Agreement. The Bond Purchase Agreement is approved in substantially the form submitted at this meeting, with such changes, insertions or omissions as may be approved by the Chairman of the Board or the County Administrator, whose approval shall be evidenced conclusively by the execution and delivery of the Bond Purchase Agreement. The execution and delivery of the Bond Purchase Agreement is approved, ratified and confirmed. 4. Further Actions. The Chairman of the Board and the County Administrator, and such officers and agents of the County as either of them may designate, are authorized and directed to do and perform such things and acts as they shall deem necessary or appropriate to carry out the transactions authorized by this Resolution or contemplated by the Bonds and the Bond Purchase Agreement, and all of the foregoing previously done or performed by such officers or agents of the County are in all respects approved, ratified and confirmed. 5. Filing of Resolution. The County Attorney is authorized and directed to file a certified copy of this Resolution with the Circuit Court of the County of Roanoke, Virginia pursuant to Section 15.1-227.9 of the Code of Virginia of 1950, as amended. 6. Effective Date. This Resolution shall take effect immediately. On motion of Supervisor Johnson to adopt the resolution, and carried by the following recorded vote: AYES: Supervisors Robers, Johnson, Nickens, McGraw NAYS: Supervisor Eddy A COPY TESTE: Mary H. Allen, Clerk Roanoke County Board of Supervisors cc: File Bond Counsel Circuit Court Judge Alfred C. Anderson, County Treasurer Diane D. Hyatt, Director, Finance Paul M. Mahoney, County Attorney John R. Hubbard, Assistant County Administrator The undersigned Clerk of the Board of Supervisors of the County of Roanoke, Virginia, certifies that the foregoing constitutes a true, complete and correct copy of the Resolution 101791-1 adopted at a special meeting of the Board of Supervisors of the County of Roanoke, Virginia, held o.,nc October 17, 1991. Dated: 10/18/91 �ilQ 1�Y Mary H. K1len Clerk, Board of Supervisors, County of Roanoke, Virginia [SEAL] 3 AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER, THURSDAY, OCTOBER 17, 1991 RESOLUTION 101791-2 OF THE BOARD OF SUPERVISORS OF THE COUNTY OF ROANOKE, VIRGINIA WITH RESPECT TO WATER SYSTEM REVENUE BONDS, SERIES 1991 The Board of Supervisors ("Board") of the County of Roanoke, Virginia ("County") adopted a Resolution on August 27, 1991 ("Resolution"), authorizing the issuance and sale of the County's Water System Revenue Bonds, Series 1991 ("Bonds"). The Bonds will be issued pursuant to the following documents: (i) Master Indenture of Trust, dated as of October 1, 1991, between the County and Crestar Bank, as Trustee ("Trustee"); (ii) First Supplemental Indenture of Trust, dated as of October 1, 1991, between the County and the Trustee; (iii) Preliminary Official Statement with respect to the sale of the Bonds, dated October 4, 1991; and (iv) Bond Purchase Agreement, dated October 17, 1991 ("Bond Purchase Agreement") among the County and Alex. Brown & Sons, Incorporated, Craigie Incorporated, Merrill Lynch & Co. and Scott & Stringfellow Investment Corp., as Underwriters ("Underwriters"). All of the documents listed above, except the Preliminary Official Statement, are referred to in this Resolution as the "Basic Documents". NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE COUNTY OF ROANOKE, VIRGINIA; 1. Ratification of Terms. The issuance and sale of the Bonds in the amount and upon the terms and conditions set forth in the Basic Documents are approved and ratified. 2. Ratification of Preliminary Official Statement; Execution of Official Statement. The Preliminary Official Statement is deemed final as of its date except for the omission of certain information such as offering prices, interest rates, selling compensation and other information permitted by Rule 15c-2- 12 (b) of the Securities and Exchange Commission. The Chairman of the Board is authorized and directed to execute and deliver the Official Statement with respect to the issuance and sale of the Bonds in substantially the form of the Preliminary Official Statement with such changes that are not inconsistent with Rule 15c-2-12 as such officer may consider necessary or desirable in connection therewith and such Official Statement is hereby approved. 3. Approval and Execution of Basic Documents The Basic Documents are approved in substantially the forms submitted to the County at this meeting with such changes, insertions or omissions (including, without limitation, changes of the dates thereof) as may be approved by the Chairman of the Board or the County Administrator, whose approval shall be evidenced conclusively by the execution and delivery of the Basic Documents. The execution and delivery of and performance by the County of the Basic Documents are authorized. 4. Ratification of Escrow Agreement The County has defeased the outstanding principal amount of its $960,000 Water System Revenue Bond, Series 1988A ("VRA Bond") pursuant to the Escrow Agreement, dated as of October 1, 1991 ("Escrow Agreement") among the County, Crestar Bank, as Escrow Agent and the Virginia Resources Authority. The execution and delivery of the Escrow Agreement and all actions in connection with the defeasance of the VRA Bond taken or required to be taken by the County Administrator, and such officers and agents of the County as he may designate, are hereby approved, ratified and confirmed. 5. Further Actions. The County Administrator, and such officers and agents of the County as he may designate, are authorized to execute and deliver on behalf of the County such instruments, documents or certificates, and to do and perform such things and acts, as they shall deem necessary or appropriate to carry out the transactions authorized by this Resolution or contemplated by the Bonds, the Escrow Agreement and the Basic Documents; and all of the foregoing, previously done or performed by such officers or agents of the County, are in all respects approved, ratified and confirmed. 6. Filing of Resolution. The County Attorney is authorized and directed to file a certified copy of this Resolution with the Circuit Court of the County of Roanoke, Virginia pursuant to Sections 15.1-227.9 of the Code of Virginia of 1950, as amended. 7. Effective Date. This Resolution shall take effect immediately. On motion of Supervisor Johnson to adopt the resolution, and carried by the following recorded vote: AYES: Supervisors Robers, Johnson, Nickens, McGraw 3 NAYS: Supervisor Eddy A COPY TESTE: 7-)") J(4 . Mary H. Allen, Clerk Roanoke County Board of Supervisors cc: File Bond Counsel Circuit Court Judge Alfred C. Anderson, County Treasurer Diane D. Hyatt, Director, Finance Paul M. Mahoney, County Attorney John R. Hubbard, Assistant County Administrator The undersigned Clerk of the Board of Supervisors of the County of Roanoke, Virginia, certifies that the foregoing constitutes a true, complete and correct copy of the Resolution 101791-2 adopted at a special meeting of the Board of Supervisors of the County of Roanoke, Virginia, held on October 17, 1991. Dated: .10/18/91 Mary H. Allen Clerk, Board of Supervisors County of Roanoke, Virginia [SEAL] 4 AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER ON TUESDAY, OCTOBER 17, 1991 RESOLUTION 101791-3 CERTIFYING EXECUTIVE MEETING WAS HELD IN CONFORMITY WITH THE CODE OF VIRGINIA WHEREAS, the Board of Supervisors of Roanoke County, Virginia has convened an executive meeting on this date pursuant to an affirmative recorded vote and in accordance with the provisions of The Virginia Freedom of Information Act; and WHEREAS, Section 2.1-344.1 of the Code of Virginia requires a certification by the Board of Supervisors of Roanoke County, Virginia, that such executive meeting was conducted in conformity with Virginia law. NOW, THEREFORE, BE IT RESOLVED, that the Board of Supervisors of Roanoke County, Virginia, hereby certifies that, to the best of each members knowledge: 1. Only public business matters lawfully exempted from open meeting requirements by Virginia law were discussed in the executive meeting which this certification resolution applies, and 2. Only such public business matters as were identified in the motion convening the executive meeting were heard, discussed or considered by the Board of Supervisors of Roanoke County, Virginia. On motion of Supervisor Johnson, and carried by the following recorded vote: AYES: Supervisors Eddy, McGraw, Johnson, Nickens, Robers NAYS: None A COPY TESTE: Mary H. Allen, Clerk Roanoke County Board of Supervisors cc: File Executive Session