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HomeMy WebLinkAbout2016/05/16 RESOLUTION APPROVING INSTALLMENT FINANCING CONTRACT AND A DEED OF TRUST IN ORDER TO PAY THE CAPITAL COSTS OF ALL OR A PORTION OF THE PROJECTS IDENTIFIED AS ELIGIBLE “QUALIFIED SCHOOL CONSTRUCTION BOND PROJECTS” EXTRACTS FROM MINUTES OF BOARD OF COMMISSIONERS A Regular Meeting of the Board of Commissioners(the`Board")of the County of Harnett,North Carolina was held on Monday, May 16,2016,at 7:00 p.m. in the County Commissioners' Meeting Room, Harnett County Administration Building, 102 East Front Street, Lillington, North Carolina, Jim Burgin, Chairman of the Board of Commissioners of the County of Harnett, North Carolina, presiding and the following Commissioners present: Jim Burgin,Chairman Gordon Springle,Vice-Chairman Abe Elmore,Commissioner Barbara McKoy,Commissioner Joe Miller,Commissioner Commissioners Absent: N/A * * * * * * * * * Chairman Burgin introduced the following resolution, a summary of which had been provided to each Commissioner, a copy of which was available with the Clerk to the Board and which was read by title: RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE COUNTY OF HARNETT, NORTH CAROLINA, APPROVING AN INSTALLMENT FINANCING CONTRACT AND A DEED OF TRUST WITH RESPECT THERETO AND DELIVERY THEREOF AND PROVIDING FOR CERTAIN OTHER RELATED MATTERS WHEREAS, the County of Harnett, North Carolina (the "County") is a validly existing political subdivision of the State of North Carolina, existing as such under and by virtue of the Constitution, statutes and laws of the State of North Carolina(the"State"); WHEREAS the County has the power, pursuant to the General Statutes of North Carolina to (1)purchase real and personal property, (2) enter into installment financing contracts in order to finance the purchase of real and personal property used,or to be used,for public purposes,and(3)grant a security interest in some or all of the property purchased to secure repayment of the purchase price; WHEREAS, the Board of Commissioners of the County(the"BoardP")has previously determined that it is in the best interest of the County to enter into (1)an installment financing contract (the "Contract") under Section 160A-20 of the General Statutes of North Carolina(the "Act") in order to pay the capital costs of all or a portion of the projects identified as eligible "qualified school construction bond projects" in the resolution of the Harnett County Board of Education (the "Board of Education") adopted on December 7, 2015 (the "School Board Resolution") including improvements at Coats Elementary School, Coats-Erwin Middle School, Harnett Central High School, Harnett Central Middle School, LaFayette Elementary School, Lillington-Shawtown Elementary School, Overhills High School, Triton High School, Western Harnett High School and Western Harnett Middle School (collectively, the "Projects") and (2)a deed of trust, security agreement and fixture filing (the "Deed of Trust") related to the County's fee simple interest in the real property on which Lillington-Shawtown Elementary School is located, together with the improvements thereon (the "Mortgaged Property"), to provide security for the County's obligations under the Contract; PPAB 3214461 v3 WHEREAS, the County hereby designates this Contract as a "quaked school construction bond' within the meaning of, and for purposes of, Section 54F of the Code and has elected the federal income tax credit for the benefit of the Bank,as provided in accordance with Sections 54A and 54F of the Code; WHEREAS, the Board hereby determines that it is in the best interest of the County to enter into an installment financing contract dated on or about May 20, 2016 (the "Contract") with Branch Banking and Trust Company(the"Bank") in order to pay the capital costs of financing the Projects; WHEREAS, the Board hereby further determines that it is in the best interest of the County to enter into a deed of trust, security agreement and fixture filing in connection with the Contract(the"Deed of Trust")relating to the Mortgaged Property; WHEREAS, the Board adopted a resolution on March 7, 2016 making certain findings with respect to the Contract,the Deed of Trust and the Projects; WHEREAS, the Board conducted a public hearing on March 21, 2016 and has conducted another public hearing at this meeting to receive public comments on the Contract, the Deed of Trust and the Projects; WHEREAS, the County has filed an application with the LGC for approval of the LGC with respect to the County entering into the Contract in an aggregate principal amount of not to exceed $2,200,000; WHEREAS, there has been made available to the Board the forms of the: (a) the Contract; (b) the Deed of Trust; (c) a Lease Agreement dated on or about May 20, 2016 between the County and the Board of Education; (d) the Agency Agreement dated on or about May 20, 2016 between the County and the Board of Education; (collectively, the "Instruments"), which the County proposes to approve, enter into and deliver, as applicable,to effectuate the proposed financing as specified in the Contract;and WHEREAS, it appears that each of the Instruments is in appropriate form and is an appropriate instrument for the purposes intended; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE COUNTY OF HARNETT,NORTH CAROLINA,AS FOLLOWS: Section 1. Ratification of Prior Actions. All actions of the County, the County Manager, the Finance Officer and the Clerk to the Board and their respective designees in effectuating the proposed refinancing are hereby approved, ratified and authorized pursuant to and in accordance with the transactions contemplated by the Instruments. Section 2. Approval, Authorization and Execution of Contract and other Instruments. The County hereby approves the financing of the Projects in accordance with the terms of the Contract, which will be a valid, legal and binding obligation of the County in accordance with its terms. The County hereby approves the amount advanced by the Bank to the County pursuant to the Contract in an aggregate principal amount not to exceed $2,200,000 as specified in the Contract, such amount to be 2 PPAB 3214461 v3 repaid by the County to the Bank as provided in the Contract. The forms, terms and content of the Instruments are in all respects authorized, approved and confirmed, and the Chairman, the County Manager, the Finance Officer of the County and the Clerk to the Board or their respective designees are each authorized, empowered and directed, individually and collectively, to execute and deliver the Instruments for and on behalf of the County, including necessary counterparts, in substantially the forms presented to the Board, but with such changes, modifications, additions or deletions therein as they may deem necessary,desirable or appropriate,their execution thereof to constitute conclusive evidence of their approval of any and all such changes, modifications, additions or deletions, and that from and after the execution and delivery of the Instruments, the Chairman,the County Manager,the Finance Officer of the County and the Clerk to the Board or their respective designees are hereby authorized, empowered and directed, individually and collectively, to do all such acts and things and to execute all such documents as may be necessary to carry out and comply with the provisions of the Instruments as executed. Section 3. Further Actions. The County Manager, the Chairman of the Board and the Finance Officer of the County are each hereby designated as the County's representatives to act on behalf of the County in connection with the transactions contemplated by the Instruments, and the County Manager, the Chairman of the Board and the Finance Officer of the County are each authorized and directed, individually and collectively, to proceed with the financing of the Projects in accordance with the terms of the Instruments, and to seek opinions on matters of law from the County Attorney, which the County Attorney is authorized to furnish on behalf of the County, and opinions of law from such other attorneys for all documents contemplated hereby as required by law. The Chairman,the County Manager and the Finance Officer of the County are each hereby authorized to designate one or more employees of the County to take all actions which the Chairman, the County Manager and the Finance Officer of the County are each authorized to perform under this Resolution,and the Chairman,the County Manager,the Finance Officer of the County or their designees are each in all respects authorized on behalf of the County, individually and collectively, to supply all information pertaining to the transactions contemplated by the Instruments. The Chairman of the Board, the County Manager, the Finance Officer of the County and the Clerk to the Board are authorized, individually and collectively, to execute and deliver for and on behalf of the County any and all additional certificates, documents, opinions or other papers and perform all other acts as may be required by the Instruments or as they may deem necessary or appropriate to implement and carry out the intent and purposes of this Resolution. Section 4. Repealer. All motions, orders, resolutions, ordinances and parts thereof in conflict herewith are hereby repealed. Section 5. Severability. If any section, phrase or provision of this Resolution is for any reason declared to be invalid, such declaration will not affect the validity of the remainder of the sections, phrases or provisions of this Resolution. Section 6. Effective Date. This Resolution is effective on the date of its adoption. On motion of Commissioner Miller, seconded by Commissioner Elmore,the foregoing resolution entitled "RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE COUNTY OF HARNETT, NORTH CAROLINA, APPROVING AN INSTALLMENT FINANCING CONTRACT AND A DEED OF TRUST WITH RESPECT THERETO AND DELIVERY THEREOF AND PROVIDING FOR CERTAIN OTHER RELATED MATTERS"was duly adopted by the following vote: AYES: 5 NAYS: 0 3 PPAB 3214461v3 STATE OF NORTH CAROLINA ) ) ss: COUNTY OF HARNETT ) I, MARGARET REGINA WHEELER, Clerk to the Board of Commissioners of the County of Harnett, North Carolina, DO HEREBY CERTIFY that the foregoing is a true and exact copy of a resolution entitled "RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE COUNTY OF HARNETT, NORTH CAROLINA, APPROVING AN INSTALLMENT FINANCING CONTRACT AND A DEED OF TRUST WITH RESPECT THERETO AND DELIVERY THEREOF AND PROVIDING FOR CERTAIN OTHER RELATED MATTERS" adopted by the Board of Commissioners of the County of Harnett, North Carolina at a meeting held on the 16th day of May,2016. WITNESS my hand and the corporate seal of the County of Harnett,North Carolina,this the 16th day of May,2016. -. - pMMISS- . Q • OO-.vr s.,.se F.'', a A,0 • We.(21.(24, * MARG T REGINA W o LER :�. � Clerk to e Board i - ` County Harnett,North arolina PPAB 3214461v3