FY2016-06 Authorizing General Obligation School Bonds of $10,230,000 for the R&R Projects1
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Introduced by:
Borough Manager
Requested by:
Finance Director
Drafted by:
Bond Counsel
Introduced on:
08/20/2015
Adopted on:
08/20/2015
KODIAK ISLAND BOROUGH
RESOLUTION NO. FY2016-06
A RESOLUTION OF THE KODIAK ISLAND BOROUGH ASSEMBLY
AUTHORIZING THE BOROUGH TO ISSUE GENERAL OBLIGATION
SCHOOL BONDS IN THE PRINCIPAL AMOUNT NOT TO EXCEED
$10,230,000 TO FINANCE THE RENEWAL AND REPLACEMENT
SCHEDULE RELATED TO BOROUGH -OWNED SCHOOL FACILITIES,
PROJECTS WHICH ARE 70% REIMBURSABLE BY THE STATE OF
ALASKA, AND TO PAY COSTS OF ISSUING THE BONDS, FIXING
CERTAIN DETAILS OF SUCH BONDS, AUTHORIZING THEIR SALE,
AND PROVIDING FOR RELATED MATTERS
WHEREAS, pursuant to Ordinance No. FY2015-02 of the Kodiak Island Borough, Alaska (the
"Borough"), adopted August 7, 2014, a question whether the Borough should issue not to exceed
$10,230,000 in general obligation bonds for the purpose of paying the cost of the renewal and
replacement schedule related to Borough -owned school facilities, projects which are 70%
reimbursable by the State of Alaska, referred to the regular Borough election held on October 7,
2014, as Proposition No. 1 ("Proposition 1"), was passed and approved; and
WHEREAS, the Assembly finds that it is in the best interest of the Borough to carry out the
Projects, defined below, and to issue not to exceed $10,230,000 principal amount of general
obligation bonds referred to in Proposition 1, to pay part of the costs of the Projects and costs of
issuing the bonds; and
WHEREAS, the Borough will not issue the bonds until the Borough's school district receives
notice from the State of Alaska Department of Education & Early Development, Division of School
Finance, that the bonds are approved for 70% reimbursement; and
WHEREAS, the bonds will not be sold if the true interest cost is over four percent (4%); and
WHEREAS, Section 29.47.410 of the Alaska Statutes provides that the Assembly by resolution
may provide for the form and manner of safe of bonds and notes; and
WHEREAS, the Assembly finds that it is necessary and appropriate to delegate to each of the
Borough Manager and Borough Finance Director authority to determine the maturity amounts,
interest rates, and other details of the bonds, and to determine other matters that are not provided
for in this resolution, including without limitation, whether to sell the Bonds to the Alaska Municipal
Bond Bank (the "Bond Bank") or another Financial Institution or to offer the Bonds at public sale;
NOW, THEREFORE, BE IT RESOLVED BY THE ASSEMBLY OF THE KODIAK ISLAND
BOROUGH THAT:
Section 1: Definitions. In addition to terms which are defined in the recitals above, the
following terms shall have the following meanings in this Resolution:
(a) "Assembly" means the Assembly of the Kodiak Island Borough, as the
general legislative authority of the Kodiak Island Borough, as the same shall be
duly and regularly constituted from time to time.
Kodiak Island Borough, Alaska Resolution No. FY2016-06
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52 (b) "Bond" or "Bonds" means any of the "General Obligation School Bonds"
53 of the Kodiak Island Borough, the issuance and sale of which are authorized
54 herein.
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56 (c) "Bond Bank" means the Alaska Municipal Bond Bank, a public
57 corporation of the State of Alaska.
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59 (d) "Bond Bank Bonds" means the series of general obligation bonds issued
60 by the Bond Bank, all or part of the proceeds of which are used to purchase the
61 Bonds.
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63 (e) "Bond Register" means the registration books maintained by the
64 Registrar, which include the names and addresses of the Registered Owners of
65 the Bonds or their nominees.
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67 (f) "Borou h" means the Kodiak Island Borough, a municipal corporation of
68 the State of Alaska, organized as a second class borough under Title 29 of the
69 Alaska Statutes.
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71 (g) "Borough Manager" means the Manager or Administrative Official of the
72 Borough.
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74 (h) "Code" means the Internal Revenue Code of 1986, as amended from
75 time to time, together with all regulations applicable thereto.
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77 (i) "Cost" or "Costs" means the cost of planning, designing, acquiring
78 property for, acquiring, constructing, installing and equipping the Projects,
79 including interest on the Bonds during the period of planning, designing,
80 acquiring property for, acquiring, constructing, installing, and equipping the
81 Projects, the cost whether incurred by the Borough or by another of field surveys
82 and advance planning undertaken in connection with the Projects properly
83 allocable to the Projects, the cost of acquisition of any land or interest therein
84 required as the site or sites of the Projects or for use in connection therewith, the
85 cost of any indemnity and surety bonds and premiums on insurance incurred in
86 connection with the Projects prior to or during construction thereof, all related
87 direct administrative and inspection expenses whether incurred by the Borough
88 or by another in connection with the Projects prior to or during construction
89 thereof and allocable portions of direct costs of the Borough, legal fees, costs of
90 issuance of the Bonds by the Borough, including financing charges and fees and
91 expenses of bond counsel, financial advisors and consultants in connection
92 therewith, the cost of any bond insurance premium and bond ratings, the cost of
93 audits, the cost of all machinery, apparatus, and equipment, cost of engineering,
94 architectural services, designs, plans, specifications and surveys, estimates of
95 cost, the reimbursement of all moneys advanced from whatever source for the
96 payment of any item or items of cost of the Projects, and ail other expenses
97 necessary or incidental to the acquisition and development of the Projects, the
98 financing thereof and the putting of the same in use and operation.
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100 (j) "Financial Institution" means any bank or other financial institution
101 insured by the Federal Deposit Insurance Corporation or the Federal Savings
102 and Loan Insurance Corporation.
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104 (k) "Government Obligations" means obligations that are either (1) direct
105 obligations of the United States of America or (ii) obligations of an agency or
106 instrumentality of the United States of America the timely payment of the
Kodiak Island Borough, Alaska Resolution No. FY2016-06
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principal of and interest on which are unconditionally guaranteed by the United
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States of America.
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(1) "Loan Agreement" means the Loan Agreement between the Borough
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and the Bond Bank or other Financial Institution concerning the Bonds.
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(m) "Projects" means, collectively, the cost of school facilities renewal and
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replacement projects that address worn out building components such as roofs,
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floors, underground storage tanks, etc. that have reached the end of their useful
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life, including without limitation the following projects and other related projects:
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Kodiak Middle School underground storage tank replacement, new elevator
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controls, new HVAC (heating) controls, rear parking lot paving, fire alarm
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replacement and bus ramp roof replacement; East Elementary School flooring
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replacement, cafeteria roof replacement, partial interior renovation and
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replacement of plumbing fixtures; Peterson Elementary School flooring
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replacement, new HVAC (heating) controls, parking lot paving and replacement
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of boilers; Port Lions School underground storage tank replacement and
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playground equipment replacement; Main Elementary School underground
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storage tank replacement and gym floor replacement; Ouzinkie School old wing
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flooring replacement, new wing flooring replacement and playground equipment
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replacement; Akhiok School flooring replacement and playground equipment
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replacement; Karluk School flooring replacement and playground equipment
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replacement; Chiniak School playground equipment replacement, and Old
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Harbor School playground equipment replacement and underground storage
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tank replacement.
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(n) "Registered Owner" means the person named as the registered owner of
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a Bond in the Bond Register.
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(o) "Registrar" means the Borough Finance Director, or any successor that
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the Borough may appoint by resolution.
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(p) "Resolution" means this Resolution No. FY2016- of the Borough.
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141 Section 2:
Authorization of Bonds and Purpose of Issuance. For the purpose of providing
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funds for financing the Costs of the Projects, the Borough shall issue and sell
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general obligation bonds designated "Kodiak Island Borough, Alaska, General
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Obligation School Bonds" (the "Bonds") in the aggregate principal amount of not
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to exceed $10,230,000. The proceeds of the Bonds shall be used to pay Costs
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of the Projects. The Projects serve a public purpose of the Borough.
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The Manager and/or the Finance Director are hereby authorized to determine
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whether the Bonds shall be sold to the Bond Bank or a Financial Institution or
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sold at public sale, and whether to issue the Bonds in one or more issues, but in
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no event shall the aggregate principal amount of the Bonds exceed $10,230,000.
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The Borough will not issue the bonds until the Borough's school district receives
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notice from the State of Alaska Department of Education & Early Development,
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Division of School Finance, that the bonds are approved for 70% reimbursement.
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Section 3: Obligation of Bonds. The Bonds shall be direct and general obligations of the
Borough, and the full faith and credit of the Borough are hereby pledged to the
payment of the principal of and interest on the Bonds. The Borough hereby
irrevocably pledges and covenants that it will levy and collect taxes upon all
taxable property within the Borough without limitation as to rate or amount, in
amounts sufficient together with other funds legally available therefor, to pay the
principal of and interest on the Bonds as the same become due and payable.
Section 4: Designation, Maturities, Interest Rates, and Other Details of Bonds. The Bonds
shall be designated "Kodiak Island Borough, Alaska, General Obligation School
Bonds." The Bonds shall be in the denomination of $5,000 or any integral
multiple thereof, shall be numbered separately in the manner and with such
additional designation as the Registrar deems necessary for purposes of
identification, and may have endorsed thereon such legends or text as may be
necessary or appropriate to conform to the rules and regulations of any
governmental authority or any usage or requirement of law with respect thereto.
The Bonds shall mature in one or more years commencing no earlier than 2015
and ending no later than 20[ ]. The Bonds shall bear interest from their date,
payable commencing on a date on or after [ 17 20_], and semi-annually
thereafter. Interest will be computed on the basis of a 360-day year consisting of
twelve 30-day months.
Subject to Section 2 and the remainder of this Section, the dated date, the
principal and interest payment dates, the record dates for interest payments, the
aggregate principal amount, the principal amount of each maturity, and the
interest rates on the Bonds shall be determined at the time of execution of the
Loan Agreement at or before public sale of the Bonds under Section 17.
Section 5: Optional Redemption. The Bonds, if any, subject to optional redemption by the
Borough, the time or times when such Bonds are subject to optional redemption,
the terms upon which such Bonds may be redeemed, and the redemption price
or redemption prices for such Bonds, shall be determined at the time of sale of
the Bonds by the Borough Manager or Finance Director.
Section 6: Selection of Bonds for Redemption; Notice of Redemption.
(a) Selection of Bonds for Redemption. When and if the Bond Bank or a
Financial Institution is the Registered Owner of the Bonds, the selection of Bonds
to be redeemed shall be made as provided in the Loan Agreement. When and if
the Bond Bank or a Financial Institution is not the Registered Owner of the
Bonds, the selection of Bonds to be redeemed shall be made as provided in this
subsection (a). If the Borough redeems at any one time fewer than all of the
Bonds having the same maturity date, the particular Bonds or portions of Bonds
of such maturity to be redeemed shall be selected by lot (or in such other manner
determined by the Registrar) in increments of $5,000. In the case of a Bond of a
denomination greater than $5,000, the Borough shall treat such Bond as
representing such number of separate Bonds each of the denomination of $5,000
as is obtained by dividing the actual principal amount of such Bond by $5,000. In
the event that only a portion of the principal amount of a Bond is redeemed, upon
surrender of such Bond at the office of the Registrar there shall be issued to the
Registered Owner, without charge therefor, for the then unredeemed balance of
the principal amount thereof, at the option of the Registered Owner, a Bond or
Bonds of like maturity and interest rate in any of the denominations authorized
herein.
Kodiak Island Borough, Alaska
Resolution No. FY2016-06
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(b) Notice of Redemption. When and if the Bond Bank or a Financial
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Institution is the Registered Owner of the Bonds, notice of any intended
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redemption of Bonds shall be given as provided in the Loan Agreement. When
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and if the Bond Bank or a Financial Institution is not the Registered Owner of the
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Bonds, notice of any intended redemption of Bonds shall be given as provided in
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this subsection (b). Notice of redemption shall be mailed not less than 20 or
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more than 45 days prior to the date fixed for redemption by first class mail to
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Registered Owners of the Bonds to be redeemed at their addresses as they
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appear on the Bond Register on the day the notice is prepared. Notice of
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redemption shall be deemed to have been given when the notice is mailed as
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herein provided, whether or not it is actually received by the Registered Owners.
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All notices of redemption shall be dated and shall state: (1) the redemption date;
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(2) the redemption price; (3) if fewer than all outstanding Bonds are to be
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redeemed, the identification (and,, in the case of partial redemption, the
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respective principal amounts) of the Bonds to be redeemed; (4) that on the
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redemption date the redemption price will become due and payable upon each
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such Bond or portion thereof called for redemption, and that interest thereon shall
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cease to accrue from and after said date; and (5) the place where such Bonds
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are to be surrendered for payment of the redemption price, which place of
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payment shall be the office of the Registrar.
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Official notice of redemption having been given as stated above, Bonds or
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portions of Bonds to be redeemed shall, on the redemption date, become due
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and payable at the redemption price therein specified, and from and after such
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date, such Bonds or portions of Bonds shall cease to bear interest. Upon
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surrender of such Bonds for redemption in accordance with said notice, such
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Bonds shall be paid at the redemption price. Installments of interest due on or
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prior to the redemption date shall be payable as herein provided for payment of
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interest. All Bonds which have been redeemed shall be canceled and destroyed
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by the Registrar and shall not be reissued.
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Each check or other transfer of funds issued to pay the redemption price of
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Bonds shall bear the CUSIP number, if any, identifying, by maturity the Bonds
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being redeemed with the proceeds of such check or other transfer.
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248 Section 7:
Form of Bond. Each Bond shall be in substantially the following form, with such
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variations, omissions, and insertions as may be required or permitted by this
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Resolution:
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UNITED STATES OF AMERICA
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KODIAK ISLAND BOROUGH, ALASKA
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NO. $
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GENERAL OBLIGATION SCHOOL BOND
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REGISTERED OWNER:
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PRINCIPAL AMOUNT:
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The Kodiak Island Borough (the "Borough"), a municipal corporation of
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the State of Alaska, hereby acknowledges itself to owe and for value received
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promises to pay to the Registered Owner identified above, or its registered
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assigns, the principal amount identified above in the following installments on
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each of the following years, and to pay interest on such installments from the
Kodiak Island Borough, Alaska Resolution No. FY2016-06
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date hereof, payable on 11 201 , and semiannually thereafter on 1,
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and 1, of each year, at the rates per annum as follows:
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Maturity Principal Interest
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Date Amount Rate
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When and if this Bond is owned by the Alaska Municipal Bond Bank or a
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Financial Institution, payment of principal and interest shall be made as provided
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in the Loan Agreement between the Bond Bank or Financial Institution and the
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Borough (the "Loan Agreement'). When and if this Bond is not owned by the
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Bond Bank or a Financial Institution, installments of principal of and interest on
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this Bond shall be paid by check or draft mailed by first class mail to the
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Registered Owner as of the close of business on the 15th day of the month
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before each installment payment date; provided, that the final installment of
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principal of and interest on this Bond shall be payable upon presentation and
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surrender of this Bond by the Registered Owner at the office of the Registrar.
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Interest will be computed on the basis of a 360-day year consisting of twelve 30-
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day months. Both principal of and interest on this Bond are payable in lawful
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money of the United States of America which, on the respective dates of
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payment thereof, shall be legal tender for the payment of public and private
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debts.
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This Bond is one of the General Obligation School Bonds of the Kodiak
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Island Borough, Alaska, of like tenor and effect except as to interest rate, serial
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number, right of redemption or prepayment and maturity, and constituting Bonds
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authorized for the purpose of paying the cost of school and related capital
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improvements in the Borough, and is issued under Resolution No. FY2016- of
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the Borough entitled:
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A RESOLUTION OF THE KODIAK ISLAND BOROUGH ASSEMBLY
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AUTHORIZING THE BOROUGH TO ISSUE GENERAL OBLIGATION
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SCHOOL BONDS IN THE PRINCIPAL AMOUNT NOT TO EXCEED
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$1072309000 TO FINANCE THE RENEWAL AND REPLACEMENT
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SCHEDULE RELATED TO BOROUGH -OWNED SCHOOL FACILITIES,
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PROJECTS WHICH ARE 70% REIMBURSABLE BY THE STATE OF
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ALASKA, AND TO PAY COSTS OF ISSUING THE BONDS, FIXING
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CERTAIN DETAILS OF SUCH BONDS, AUTHORIZING THEIR SALE,
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AND PROVIDING FOR RELATED MATTERS
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(the "Resolution").
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The Bonds [Installments of principal of this Bond] maturing on and after
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13 20 , shall be subject to prepayment on and after 1 1, 20 , at the
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option of the Borough [(subject to any applicable provisions of the Loan
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Agreement)], in such principal amounts and from such maturities as the Borough
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may determine, and by lot within a maturity, at a redemption price equal to the
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principal amount to be prepaid, plus accrued interest to the date of prepayment.
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This Bond is transferable as provided in the Resolution, (i) only upon the
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Bond Register of the Borough, and (ii) upon surrender of this Bond together with
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a written instrument of transfer duly executed by the Registered Owner or the
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duly authorized attorney of the Registered Owner, and thereupon a new fully
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registered Bond or Bonds in the same aggregate principal amount and maturity
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shall be issued to the transferee in exchange therefor as provided in the
Kodiak Island Borough, Alaska Resolution No. FY2016-06
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Resolution and upon the payment of charges, if any, as therein prescribed. The
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Borough may treat and consider the person in whose name this Bond is
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registered as the absolute owner hereof for the purpose of receiving payment of,
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or on account of, the principal or redemption price, if any, hereof and interest due
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hereon and for all other purposes whatsoever.
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This Bond is a general obligation of the Kodiak Island Borough, and the
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full faith and credit of the Borough are pledged for the payment of the principal of
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and interest on this Bond as the same shall become due.
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IT IS HEREBY CERTIFIED AND RECITED that all conditions, acts or
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things required by the constitution or statutes of the State of Alaska to exist, to
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have happened or to have been performed precedent to or in the issuance of this
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Bond exist, have happened and have been performed, and that the series of
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Bonds of which this is one, together with all other indebtedness of the Borough,
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is within every debt and other limit prescribed by such constitution or statutes.
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IN WITNESS WHEREOF, THE KODIAK ISLAND BOROUGH, ALASKA,
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has caused this Bond to be signed in its name and on its behalf by the manual or
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facsimile signature of its Mayor and its corporate seal (or a facsimile thereof) to
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be impressed or otherwise reproduced hereon and attested by the manual or
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facsimile signature of its Clerk, all as of the day of , 2015.
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KODIAK ISLAND BOROUGH
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/specimen/
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Borough Mayor
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ATTEST:
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/specimen/
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Borough Clerk
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358 Section 8:
Execution. The Bonds shall be executed in the name of the Borough by the
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manual or facsimile signature of the Mayor, and its corporate seal (or a facsimile
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thereof) shall be impressed or otherwise reproduced thereon and attested by the
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manual or facsimile signature of the Borough Clerk. The execution of a Bond on
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behalf of the Borough by persons who at the time of the execution are duly
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authorized to hold the proper offices shall be valid and sufficient for all purposes,
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although any such person shall have ceased to hold office at the time of delivery
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of the Bond or shall not have held office on the date of the Bond.
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367 Section 9:
Payment of Principal and Interest. The Bonds shall be payable in lawful money
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of the United States of America which at the time of payment is legal tender for
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the payment of public and private debts. When and if the Bond Bank or a
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Financial Institution is the Registered Owner of the Bonds, payment of principal
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of and interest on the Bonds shall be made as provided in the Loan Agreement.
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When and if the Bond Bank or a Financial Institution is not the Registered Owner
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of the Bonds, installments of principal of and interest on the Bonds shall be paid
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by check mailed by first class mail to the Registered Owner as of the record date
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for the installment payment at the address appearing on the Bond Register;
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provided, that the final installment of principal and interest on a Bond shall be
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payable upon presentation and surrender of the Bond by the Registered Owner
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at the office of the Registrar.
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Kodiak Island Borough, Alaska Resolution No. FY2016-06
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380 Section 10:
Registration. The Bonds shall be issued only in registered form as to both
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principal and interest. The Borough designates the Borough Finance Director as
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Registrar for the Bonds. The Registrar shall keep, or cause to be kept, the Bond
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Register at the principal office of the Borough. The Borough covenants that, until
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all Bonds have been surrendered and canceled, it will maintain a system for
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recording the ownership of each Bond that complies with the provisions of
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Section 149 of the Code. The Borough and the Registrar may treat the person in
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whose name any Bond shall be registered as the absolute owner of such Bond
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for all purposes, whether or not the Bond shall be overdue, and all payments of
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principal of and interest on a Bond made to the Registered Owner thereof or
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upon its order shall be valid and effectual to satisfy and discharge the liability
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upon such Bond to the extent of the sum or sums so paid, and neither the
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Borough nor the Registrar shall be affected by any notice to the contrary.
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394 Section 11:
Transfer and Exchange. Bonds shall be transferred only upon the Bond
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Register. Upon surrender for transfer or exchange of any Bond at the office of
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the Registrar, together with a written instrument of transfer or authorization for
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exchange in form and with guaranty of signature satisfactory to the Registrar,
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duly executed by the Registered Owner or the duly authorized attorney of the
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Registered Owner, the Borough shall execute and deliver an equal aggregate
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principal amount of Bonds of the same maturity of any authorized denominations,
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subject to such reasonable regulations as the Borough may prescribe and upon
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payment sufficient to reimburse it for any tax, fee or other governmental charge
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required to be paid in connection with such transfer or exchange. All Bonds
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surrendered for transfer or exchange shall be canceled by the Registrar.
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406 Section 12:
Bonds Mutilated. Destroyed, Stolen, or Lost. Upon surrender to the Registrar of
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a mutilated Bond, the Borough shall execute and deliver a new Bond of like
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maturity and principal amount. Upon filing with the Registrar of evidence
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satisfactory to the Borough that a Bond has been destroyed, stolen, or lost and of
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the ownership thereof, and upon furnishing the Borough with indemnity
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satisfactory to it, the Borough shall execute and deliver a new Bond of like
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maturity and principal amount. The person requesting the execution and delivery
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of a new Bond under this section shall comply with such other reasonable
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regulations as the Borough may prescribe and shall pay such expenses as the
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Borough may incur in connection therewith.
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417 Section 13:
Disposition of the Sale Proceeds of the Bonds. The sale proceeds of the Bonds
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representing accrued interest on the Bonds shall be applied to pay a portion of
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the interest due on the Bonds on the first interest payment date for the Bonds.
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The sale proceeds of the Bonds representing original issue premium on the
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Bonds shall be applied to pay a portion of the interest due on the Bonds on the
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first interest payment date for the Bonds, or Costs of the Projects, and shall be
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deposited in such manner as the Borough Manager or the Borough Finance
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Director may determine. The remaining sale proceeds of the Bonds shall be
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applied to pay Costs of the Projects, and shall be deposited in the appropriate
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funds or accounts of the Borough for such purposes.
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Section 14: Tax Covenants. The Borough covenants to comply with any and all applicable
requirements set forth in the Code in effect from time to time to the extent that
such compliance shall be necessary for the exclusion of the interest on the
Bonds from gross income for federal income tax purposes. The Borough
covenants that it will make no use of the proceeds of the Bonds which will cause
the Bonds to be "arbitrage bonds" subject to federal income taxation by reason of
Section 148 of the Code. The Borough covenants that it will not take or permit
any action that would cause the Bonds to be "private activity bonds" as defined in
Section 141 of the Code.
Section 15: Amendatory and Supplemental Resolutions.
(a) The Assembly from time to time and at any time may adopt a resolution
or resolutions supplemental hereto, which resolution or resolutions thereafter
shall become a part of this Resolution, for any one or more of the following
purposes:
(1) To add to the covenants and agreements of the Borough in this
Resolution, other covenants and agreements thereafter to be observed
or to surrender any right or power herein reserved to or conferred upon
the Borough.
(2) To make such provisions for the purpose of curing any
ambiguities or., of curing, correcting or supplementing any defective
provision contained in this Resolution or in regard to matters or questions
arising under this Resolution as the Assembly may deem necessary or
desirable and not inconsistent with this Resolution and which shall not
adversely affect the interests of the Registered Owners of the Bonds.
Any such supplemental resolution may be adopted without the consent of the
Registered Owners of any of the Bonds at any time outstanding, notwithstanding
any of the provisions of subsection (b) of this section.
(b) With the consent of the Registered Owners of not less than 60 percent in
aggregate principal amount of the Bonds at the time outstanding, the Assembly
may adopt a resolution or resolutions supplemental hereto for the purpose of
adding any provisions to or changing in any manner or eliminating any of the
provisions of this Resolution or of any supplemental resolution; provided,
however, that no such supplemental resolution shall:
(1) Extend the fixed maturity of any of the Bonds, or reduce the rate
of interest thereon, or extend the time of payments of interest from their
due date, or reduce the amount of the principal thereof, or reduce any
premium payable on the redemption thereof, without the consent of the
Registered Owner of each Bond so affected; or
(2) Reduce the aforesaid percentage of Registered Owners of
Bonds required to approve any such supplemental resolution without the
consent of the Registered Owners of all of the Bonds then outstanding.
It shall not be necessary for the consent of the Registered Owners of the Bonds
under this subsection to approve the particular form of any proposed
supplemental resolution, but it shall be sufficient if such consent approves the
substance thereof.
Kodiak Island Borough, Alaska
Resolution No. FY2016-06
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483 (c) Upon the adoption of any supplemental resolution under this section, this
484 Resolution shall be deemed to be modified and amended in accordance
485 therewith, and the respective rights, duties, and obligations under this Resolution
486 of the Borough and all Registered Owners of outstanding Bonds shall thereafter
487 be subject in all respects to such modification and amendment, and all the terms
488 and conditions of the supplemental resolution shall be deemed to be part of the
489 terms and conditions of this Resolution for any and all purposes.
490
491 (d) Bonds executed and delivered after the adoption of any supplemental
492 resolution under this section may, bear a notation as to any matter provided for in
493 such supplemental resolution, and if such supplemental resolution shall so
494 provide, new Bonds modified so as to conform, in the opinion of the Borough, to
495 any modification of this Resolution contained in any such supplemental resolution
496 may be prepared by the Borough and delivered without cost to the Registered
497 Owners of the Bonds then outstanding, upon surrender for cancellation of such
498 Bonds in equal aggregate principal amounts.
499
500 Section 16: Defeasance. In the event money and/or non -callable Government Obligations
501 maturing at such times and bearing interest to be earned thereon in amounts
502 sufficient to redeem and retire any or all of the Bonds in accordance with their
503 terms are set aside in a special trust account to effect such redemption or
504 retirement and such moneys and the principal of and interest on such
505 Government Obligations are irrevocably set aside and pledged for such purpose,
506 then no further payments need be made to pay or secure the payment of the
507 principal of and interest on such Bonds and such Bonds shall be deemed not to
508 be outstanding.
509
510 Section 17: Sale of Bonds. The Bonds shall be sold at negotiated sale to the Bond Bank or a
511 Financial Institution as provided in the form of Loan Agreement or at public sale
512 as the Borough Manager and Finance Director determine is in the best interest of
513 the Borough. Subject to the limitations provided in Sections 2 and 4, each of the
514 Borough Manager and the Borough Finance Director is hereby authorized to
515 determine the aggregate principal amount, maturity amounts, interest rates,
516 yields, dated date, principal and interest payment dates, redemption terms, if
517 any, for the Bonds, and other details of the Bonds; provided that the true interest
518 cost of the Bonds, expressed as an annual rate, does not exceed 6.0 percent. In
519 determining the maturity amounts, interest rates, yields, and redemption terms, if
520 any, for the Bonds, the Borough Manager or Borough Finance Director shall take
521 into account those factors which, in the judgment of each, will result in the lowest
522 true interest cost on the Bonds to their maturity, including without limitation
523 current financial market conditions and current interest rates for obligations
524 comparable in tenor and quality to the Bonds. Based upon the foregoing
525 determinations, the Borough Manager and the Borough Finance Director each is
526 authorized to execute the Loan Agreement, in substantially the form presented at
527 this meeting, or to sell the Bonds at public sale as they deem appropriate and
528 cost effective to, and in the best interest of, the Borough.
529
530 Section 18: Authority of Officers. The Mayor, the Borough Manager, the Borough Finance
531 Director, and the Borough Clerk each is authorized and directed to do and
532 perform all things and determine all matters not determined by this Resolution, to
533 the end that the Borough may carry out its obligations under the Bonds and this
534 Resolution.
535
536 Section 19: Prohibited Sale of Bonds. No person, firm, or corporation, or any agent or
537 employee thereof, acting as financial consultant to the Borough under an
538 agreement for payment in connection with the sale of the Bonds is eligible to
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purchase the Bonds as a member of the original underwriting syndicate either at
public or private sale.
Section 20: Ongoing Disclosure. The Borough acknowledges that under Rule 15c2-12 of the
Securities and Exchange Commission (the "Rule") the Borough may now or in
the future be an "obligated person." In accordance with the Rule, and as the
Bond Bank or a Financial Institution may require, the Borough shall undertake to
provide certain annual financial information and operating data as shall be set
forth in the Loan Agreement.
Section 21: Miscellaneous.
(a) All payments made by the Borough of, or on account of, the principal of
or interest on the Bonds shall be made on the several Bonds ratably and in
proportion to the amount due thereon, respectively, for principal or interest as the
case may be.
(b) No recourse shall be had for the payment of the principal of or the
interest on the Bonds or for any claim based thereon or on this Resolution
against any member of the Assembly or officer of the Borough or any person
executing the Bonds. The Bonds are not and shall not be in any way a debt or
liability of the State of Alaska or of any political subdivision thereof, except the
Borough, and do not and shall not create or constitute an indebtedness or
obligation, either legal, moral, or otherwise, of such state or of any political
subdivision thereof, except the Borough.
Section 22: Severability. If any one or more of the provisions of this Resolution shall be
declared by any court of competent jurisdiction to be contrary to law, then such
provision shall be null and void and shall be deemed separable from the
remaining provisions of this Resolution and shall in no way affect the validity of
the other provisions of this Resolution or of the Bonds.
Section 23: Effective Date. This Resolution shall become effective upon passage and
approval.
ADOPTED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH
THIS TWENTIETH DAY OF AUGUST, 2015
Nova M. Javier, MMC, Boroug
Kodiak Island Borough, Alaska
KODIAK ISLAND BOROUGH
Jerrol Friend, Borough Mayor
Resolution No. FY2016-06
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