1999-064QI
3 - ~
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Extract of Minutes of Meeting
of the City Council of the City of
Hopkins, Hennepin County, Minnesota
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of
Hopkins, Minnesota, was duly held in the City Hall in said City on Tuesday, July 20, 1999,
commencing at 7:30 P.M.
The following members were present: Mayor Charles Redepenning and Council Members
Frances Hesch, Karen Jensen, Diane Johnson and Eugene Maxwell
and the following were absent: None
The Mayor announced that the next order of business was consideration of the proposals which
had been received for the purchase of the City's $1,545,000 General Obligation Storm Sewer Revenue
Bonds, Series 1999C.
The City Clerk presented a tabulation of the proposals which had been received in the manner
specified in the Terms and Conditions of Issue for the Bonds. The proposals were as follows:
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BID TABULATION
$1,545,000 General Obligation Storm S w r R venue Bonds, Series 1999C
City of Hopkins, Minnesota
SALE: July 20, 1999
AWARD: SALOMON SMITH BARNEY
RATING: Moody's Investors Service "A1"
Standard & Poor's "A+" BBI: 5.36%
NET TRUE
NAME OF BIDDER RATE YEAR PRICE INTEREST INTEREST
COST RATE
SALOMON SMITH BARNEY
Chicago, Illinois
CRONIN & CO., INC.
Minneapolis, Minnesota
BANCORP PIPER JAFFRAY
Minneapolis, Minnesota
MORGAN STANLEY DEAN WITTER
Chicago, Illinois
PAINEWEBBER, INC.
Chicago, Illinois
CIBC WORLD MARKETS
New York, New York
EVEREN SECURITIES, INC.
Chicago, Illinois
4.00%
4.10%
4.20%
4.30%
4.50%
4.60%
4.70%
4.80%
5.00%
4.00%
4.10%
4.20%
4.30%
4.40%
4.50%
4.60%
4.70%
4.75%
4.875%
5.00%
5.10%
4.50%
4.60%
4.65%
4.80%
5.00%
5.00%
2000-2001
2002-2003
2004
2005
2006
2007
2008-2009
2010
2011-2015
2000
2001
2002
2003
2004
2005
2006
2007
2008-2009 Term
2010-2011 Term
2012-2013 Term
2014-2015 Term
2000-2002
2003-2006
2007-2009
2010-2011 Term
2012-2013 Term
2014-2015 Term
NORWEST INVESTMENT SERVICES, INC. 4.60% 2000-2007
Minneapolis, Minnesota 4.70% 2008-2009
4.80% 2010
4.90% 2011
5.00% 2012-2014
5.05% 2015
$1,519,850.03
$1,523,440.75
$1,519,862.20
$1,519,862.85
$696,459.97
$700,797.38
$699,614.05
$702,788.40
5.0363%
5.0615%
5.0672%
5.0901
FREERS LEADERS IN PUBLIC FINANCE
3060 Centre Pointe Drive, Roseville, MN 55113-1105
& A S S o C I A T E s I N C 651.697.8500 fax 651.697.8555 www.ehlers-inc.com
Offices in Roseville, MN, Brookfield, WI and Naperville, IL
$1,545,000 General Obligation Storm Sew r Revenue Bonds, Series 1999C
City of Hopkins, Minnesota P~2
NET TRUE
NAME OF BIDDER RATE YEAR PRICE INTEREST INTEREST
COST RATE
MILLER, JOHNSON & KUEHN, INC. 4.00% 2000 $1,519,971.00 $706,474.00 5.1083%
Minneapolis, Minnesota 4.05% 2001
DOUGHERTY SUMMIT SECURITIES LLC 4.15% 2002
Minneapolis, Minnesota 4.25% 2003
4.35% 2004
4.45% 2005
4.55% 2006
4.65% 2007
4.75% 2008
4.80% 2009
4.90% 2010
4.95% 2011
5.00% 2012
5.05% 2013
5.10% 2014
5.15% 2015
•
After due consideration of the proposals, Member Johnson then introduced the following
written resolution, the reading of which had been dispensed with by unanimous consent, and moved its
adoption:
RESOLUTION N0.99-064
A RESOLUTION AWARDING THE SALE OF $1,545,000 GENERAL
OBLIGATION STORM SEWER REVENUE BONDS,
SERIES 1999C; FIXING THEIR FORM AND SPECIFICATIONS;
DIRECTING THEIR EXECUTION AND DELIVERY;
AND PROVIDING FOR THEIR PAYMENT
BE IT RESOLVED By the City Council of the City of Hopkins, Hennepin County, Minnesota
(City) as follows:
Section 1. Sale of Bonds.
1.01. The proposal of Salomon Smith Barney (Purchaser) to purchase $1,545,000 General
Obligation Storm Sewer Revenue Bonds, Series 1999C (Bonds) of the City described in the Terms and
Conditions of Issue thereof is found and determined to be a reasonable offer and is accepted, the
proposal being to purchase the Bonds at a price of $1,519,850.03 plus accrued interest to date of
delivery, for Bonds bearing interest as follows:
Year of Maturity Interest Rate Year of Maturity Interest Rate
2000 4.00% 2008 4.70%
2001 4.00 2009 4.70
2002 4.10 2010 4.80
2003 4.10 2011 5.00
2004 4.20 2012 5.00
2005 4.30 2013 5.00
2006 4.50 2014 5.00
2007 4.60 2015 5.00
True interest cost: 5.0363%
1.02. The sum of $0.03 being the amount proposed by the Purchaser in excess of $1,519,850
will be credited to the Debt Service Fund hereinafter created. The City Finance Director is directed to
deposit the good faith check of the Purchaser, pending completion of the sale of the Bonds, and to
return the good faith checks of the unsuccessful proposers forthwith. The Mayor and City Manager are
directed to execute a contract with the Purchaser on behalf of the City.
1.03. The City will forthwith issue and sell the Bonds pursuant to Minnesota Statutes, Section
444.075 (Act), in the total principal amount of $1,545,000, originally dated August 1, 1999, in the
denomination of $5,000 each or any integral multiple thereof, numbered No. R-1, upward, bearing
interest as above set forth, and maturing serially on February 1 in the years and amounts as follows:
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Year Amount Year Amount
2000 $55,000 2008 $100,000
2001 70,000 2009 100,000
2002 75,000 2010 105,000
2003 80,000 2011 110,000
2004 80,000 2012 115,000
2005 85,000 2013 120,000
2006 90,000 2014 130,000
2007 95,000 2015 135,000
1.04. Optional Redemption. The City may elect on February 1, 2007, and on any day
thereafter to prepay Bonds due on or after February 1, 2008. Redemption may be in whole or in part
and if in part, at the option of the City and in such manner as the City will determine. If less than all
Bonds of a maturity are called for redemption, the City will notify DTC (as defined in Section 7 hereof)
of the particular amount of such maturity to be prepaid. DTC will determine by lot the amount of each
participant's interest in such maturity to be redeemed and each participant well then select by lot the
beneficial ownership interests in such maturity to be redeemed. Prepayments will be at a price of par
plus accrued interest.
Section 2. Registration and Payment.
2.01. Registered Form. The Bonds will be issued only in fully registered form. The interest
thereon and, upon surrender of each Bond, the principal amount thereof, is payable by check or draft
issued by the Registrar described herein.
2.02. Dates; Interest Paxment Dates. Each Bond will be dated as of the last interest payment
date preceding the date of authentication to which interest on the Bond has been paid or made available
for payment, unless (i) the date of authentication is an interest payment date to which interest has been
paid or made available for payment, in which case such Bond will be dated as of the date of
authentication, or (ii) the date of authentication is prior to the first interest payment date, in which case
such Bond will be dated as of the date of original issue. The interest on the Bonds will be payable on
February 1 and August 1 of each year, commencing February 1, 2000, to the owner of record thereof as
of the close of business on the fifteenth day of the immediately preceding month, whether or not such
day is a business day.
2.03. Registration. The City will appoint, and will maintain, a bond registrar, transfer agent,
authenticating agent and paying agent (Registrar). The effect of registration and the rights and duties of
the City and the Registrar with respect thereto are as follows:
(a) Register. The Registrar must keep at its principal corporate trust office a bond
register in which the Registrar provides for the registration of ownership of Bonds and the
registration of transfers and exchanges of Bonds entitled to be registered, transferred or
exchanged.
(b) Transfer of Bonds. Upon surrender for transfer of a Bond duly endorsed by the
registered owner thereof or accompanied by a written instrument of transfer, in form
satisfactory to the Registrar, duly executed by the registered owner thereof or by an attorney
duly authorized by the registered owner in writing, the Registrar will authenticate and deliver,
in the name of the designated transferee or transferees, one or more new Bonds of a like
aggregate principal amount and maturity, as requested by the transferor. The Registrar may,
however, close the books for registration of any transfer after the fifteenth day of the month
preceding each interest payment date and until that interest payment date.
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(c) Exchange of Bonds. When Bonds are surrendered by the registered owner for
exchange the Registrar will authenticate and deliver one or more new Bonds of a like aggregate
principal amount and maturity as requested by the registered owner or the owner's attorney In
writing.
(d) Cancellation. Bonds surrendered upon transfer or exchange will be promptly
cancelled by the Registrar and thereafter disposed of as directed by the City.
(e) Improper or Unauthorized Transfer. When a Bond is presented to the Registrar
for transfer, the Registrar may refuse to transfer the Bond until the Registrar is satisfied that the
endorsement on the Bond or separate instrument of transfer is valid and genuine and that the
requested transfer is legally authorized. The Registrar will incur no liability for the refusal, in
good faith, to make transfers which it, in its judgment, deems improper or unauthorized.
(f) Persons Deemed Owners. The City and the Registrar may treat the person in
whose name a Bond is registered in the bond register as the absolute owner of the Bond,
whether the Bond is overdue or not, for the purpose of receiving payment of, or on account of,
the principal of and interest on the Bond and for all other purposes, and payments so made to a
registered owner or upon the owner's order will be valid and effectual to satisfy and discharge
the liability upon the Bond to the extent of the sum or sums so paid.
(g) Taxes, Fees and Charges. The Registrar may impose a charge upon the owner
thereof for a transfer or exchange of Bonds, sufficient to reimburse the Registrar for any tax, fee
or other governmental charge required to be paid with respect to the transfer or exchange.
(h) Mutilated, Lost, Stolen or Destroyed Bonds. If a Bond becomes mutilated or is
destroyed, stolen or lost, the Registrar will deliver a new Bond of like amount, number,
maturity date and tenor in exchange and substitution for and upon cancellation of the mutilated
Bond or in lieu of and in substitution for a Bond destroyed, stolen or lost, upon the payment of
the reasonable expenses and charges of the Registrar in connection therewith; and, in the case of
a Bond destroyed, stolen or lost, upon filing with the Registrar of evidence satisfactory to it that
the Bond was destroyed, stolen or lost, and of the ownership thereof, and upon furnishing to the
Registrar an appropriate bond or indemnity in form, substance and amount satisfactory to It and
as provided by law, in which both the City and the Registrar must be named as obligees. Bonds
so surrendered to the Registrar will be cancelled by the Registrar and evidence of such
cancellation must be given to the City. If the mutilated, destroyed, stolen or lost Bond has
already matured or been called for redemption in accordance with its terms it is not necessary to
issue a new Bond prior to payment.
(i) Redemption. In the event any of the Bonds are called for redemption, notice
thereof identifying the Bonds to be redeemed will be given by the Registrar by mailing a copy
of the redemption notice by first class mail (postage prepaid) not more than 60 and not less than
30 days prior to the date fixed for redemptlon to the registered owner of each Bond to be
redeemed at the address shown on the registration books kept by the Registrar and by
publishing the notice if required by law. Failure to give notice by publication or by mail to any
registered owner, or any defect therein, will not affect the validity of the proceedings for the
redemption of Bonds. Bonds so called for redemption will cease to bear interest after the
specified redemption date, provided that the funds for the redemption are on deposit with the
place of payment at that time.
2.04. Appointment of Initial Re ig stray. The City appoints Bankers Trust Company, Des
Moines, Iowa, as the initial Registrar. The Mayor and the Clty Manager are authorized to execute and
deliver, on behalf of the City, a contract with the Registrar. Upon merger or consolidation of the
Registrar with another corporation, if the resulting corporation is a bank or trust company authorized by
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law to conduct such business, the resulting corporation is authorized to act as successor Registrar. The
City agrees to pay the reasonable and customary charges of the Registrar for the services performed.
The City reserves the right to remove the Registrar upon 30 days' notice and upon the appointment of a
successor Registrar, in which event the predecessor Registrar must deliver all cash and Bonds in its
possession to the successor Registrar and must deliver the bond register to the successor Registrar. On
or before each principal or interest due date, without further order of this Council, the City Finance
Director must transmit to the Registrar moneys sufficient for the payment of all principal and interest
then due.
2.05. Execution, Authentication and Delivery. The Bonds will be prepared under the direction
of the City Clerk and executed on behalf of the City by the signatures of the Mayor and the City
Manager, provided that all signatures may be printed, engraved or lithographed facsimiles of the
originals. If an officer whose signature or a facsimile of whose signature appears on the Bonds ceases
to be such officer before the delivery of any Bond, the signature or facsimile will nevertheless be valid
and sufficient for all purposes, the same as if the officer had remained in office until delivery. Notwith-
standing such execution, a Bond will not be valid or obligatory for any purpose or entitled to any
security or benefit under this Resolution unless and until a certificate of authentication on the Bond had
been duly executed by the manual signature of an authorized representative of the Registrar.
Certificates of authentication on different Bonds need not be signed by the same representative. The
executed certificate of authentication on a Bond is conclusive evidence that it has been authenticated
and delivered under this Resolution. When the Bonds have been so prepared, executed and
authenticated, the City Finance Director will deliver the same to the Purchaser upon payment of the pur-
chase price in accordance with the contract of sale heretofore made and executed, and the Purchaser is
not obligated to see to the application of the purchase price.
2.06. Temporary Bonds. The City may elect to deliver in lieu of printed definitive Bonds one
or more typewritten temporary Bonds in substantially the form set forth in Section 3 with such changes
as may be necessary to reflect more than one maturity in a single temporary bond. Upon the execution
and delivery of definitive Bonds the temporary Bonds will be exchanged therefor and cancelled.
Section 3. Form of Bond.
3.01. The Bonds will be printed or typewritten in substantially the following form:
[Face of the Bond]
No. R- UNITED STATES OF AMERICA $_
STATE OF NIlNNESOTA
COUNTY OF HENNEPIN
CITY OF HOPKINS
GENERAL OBLIGATION STORM SEWER REVENUE BOND, SERIES 1999C
Date of
Rate Maturity Original Issue CUSIP
August 1, 1999
Registered Owner: Cede & Co.
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~romises to pay to the Registered Owner specified above or registered assigns, the principal sum of
on the maturity date specified above, with interest thereon from the date hereof at the
annual rate specified above, payable February 1 and August 1 in each year, commencing February 1,
2000, to the person in whose name this Bond is registered at the close of business on the fifteenth day
(whether or not a business day) of the immediately preceding month. The interest hereon and, upon
presentation and surrender hereof, the principal hereof are payable in lawful money of the United States
of America by check or draft by Bankers Trust Company, Des Moines, Iowa, as Bond Registrar, Paying
Agent, Transfer Agent and Authenticating Agent, or its designated successor under the Resolution
described herein. For the prompt and full payment of such principal and interest as the same respec-
tively become due, the full faith and credit and taxing powers of the City have been and are hereby
irrevocably pledged.
The City of Hopkins, Minnesota, a duly organized and existing municipal corporation in
Hennepin County, Minnesota (City), acknowledges itself to be indebted and for value received hereby
The City may elect on February 1, 2007, and on any day thereafter to prepay Bonds due on or
after February 1, 2008. Redemption may be in whole or in part and if in part, at the option of the Ciry
and in such manner as the City will determine. If less than all Bonds of a maturity are called fox
redemption, the City will notify Depository Securities Trust Company (DTC) of the particular amount
of such maturity to be prepaid. DTC will determine by lot the amount of each participant's interest in
such maturity to be redeemed and each participant will then select by lot the beneficial ownership
interests in such maturity to be redeemed. Prepayments will be at a price of par plus accrued interest.
The City Council has designated the Bonds as "qualified tax exempt obligations" within the
meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the Code) relating to
disallowance of interest expense for financial institutions and within the $10 million limit allowed by
the Code for the calendar year of issue.
Additional provisions of this Bond contained on the reverse hereof have the same effect as
though fully set forth in this place.
This Bond is not valid or obligatory for any purpose or entitled to any security or benefit under
the Resolution until the Certificate of Authentication hereon has been executed by the Bond Registrar
by manual signature of one of its authorized representatives.
IN WITNESS WHEREOF, the City of Hopkins, Hennepin County, Minnesota, by its City
Council, has caused this Bond to be executed on its behalf by the facsimile or manual signatures of the
Mayor and City Manager and has caused this Bond to be dated as of the date set forth below.
Dated:
facsimile)
City Manager
CITY OF HOPKINS, MINNESOTA
(facsimile)
Mayor
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CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
By
BANKERS TRUST COMPANY
Authorized Representative
[Reverse of the Bond]
This Bond is one of an issue in the aggregate principal amount of $1,545,000 all of like original
issue date and tenor, except as to number, maturity date, redemption privilege, and interest rate, all
issued pursuant to a resolution adopted by the City Council on July 20, 1999 (the Resolution), for the
purpose of providing money to aid in financing various improvements to the storm sewer system of the
Ciry, pursuant to and in full conformity with the home rule charter of the City and the Constitution and
laws of the State of Minnesota, including Minnesota Statutes, Section 444.075 and Chapter 475 and the
principal hereof and interest hereon are payable primarily from the net revenues of the storm sewer
system of the City in a special debt service fund of the City, as set forth in the Resolution to which
reference is made for a full statement of rights and powers thereby conferred. The full faith and credit
of the City are irrevocably pledged for payment of this Bond and the City Council has obligated itself to
levy ad valorem taxes on all taxable property in the City in the event of any deficiency in net revenues
pledged, which taxes may be levied without limitation as to rate or amount. The Bonds of this series
are issued only as fully registered Bonds in denominations of $5,000 or any integral multiple thereof of
single maturities.
IT IS HEREBY CERTIFIED AND RECITED That in and by the Resolution, the City has
covenanted and agreed that it will continue to own and operate the storm sewer system free from
competition by other like utilities; that adequate insurance on said plant and system and suitable fidelity
bonds on employees will be carried; that proper and adequate books of account will be kept showing all
receipts and disbursements relating to the Storm Sewer Fund, into which it will pay all of the gross
revenues from the storm sewer system; that it will also create and maintain a General Obligation Storm
Sewer Revenue Bonds, Series 1999C Debt Service Fund, into which it will pay, out of the net revenues
from the storm sewer system a sum sufficient to pay principal hereof and interest thereon when due;
and that it will provide, by ad valorem tax levies, for any deficiency in required net storm sewer system
revenues.
As provided in the Resolution and subject to certain limitations set forth therein, this Bond is
transferable upon the books of the City at the principal office of the Bond Registrar, by the registered
owner hereof in person or by the owner's attorney duly authorized in writing, upon surrender hereof
together with a written instrument of transfer satisfactory to the Bond Registrar, duly executed by the
registered owner or the owner's attorney; and may also be surrendered in exchange for Bonds of other
authorized denominations. Upon such transfer or exchange the City will cause a new Bond or Bonds to
be issued in the name of the transferee or registered owner, of the same aggregate principal amount,
bearing interest at the same rate and maturing on the same date, subject to reimbursement for any tax,
fee or governmental charge required to be paid with respect to such transfer or exchange.
The City and the Bond Registrar may deem and treat the person in whose name this Bond is
registered as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of
receiving payment and for all other purposes, and neither the City nor the Bond Registrar will be
affected by any notice to the contrary.
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TI' IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts,
conditions and things required by the home rule charter of the City and the Constitution and laws of the
State of Minnesota to be done, to exist, to happen and to be performed preliminary to and in the
issuance of this Bond in order to make it a valid and binding general obligation of the City in
accordance with its terms, have been done, do exist, have happened and have been performed as so
required, and that the issuance of this Bond does not cause the indebtedness of the City to exceed any
constitutional, statutory or charter limitation of indebtedness.
The following abbreviations, when used in the inscription on the face of this Bond, will be
construed as though they were written out in full according to applicable laws or regulations:
TEN COM -- as tenants UNIF GIFT MIN ACT Custodian
in common (Gust) (Minor)
TEN ENT -- as tenants
by entireties under Uniform Gifts or
Transfers to Minors
JT TEN -- as joint tenants with
right of survivorship and Act ............ .
not as tenants in common (State)
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the within Bond and all rights thereunder, and does
hereby irrevocably constitute and appoint attorney to transfer the said
Bond on the books kept for registration of the within Bond, with full power of substitution in the
premises.
Dated:
Notice: The assignor's signature to this assignment must correspond with the name as it
appears upon the face of the within Bond in every particular, without alteration
or any change whatever.
Signature Guaranteed:
NOTICE: Signature(s) must be guaranteed by a financial institution that is a member of the Securities
Transfer Agent Medallion Program ("STAMP"), the Stock Exchange Medallion Program ("SEMP"),
the New York Stock Exchange, Inc. Medallion Signatures Program ("MSP") or other such "signature
guarantee program" as may be determined by the Registrar in addition to, or in substitution for,
STAMP, SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended.
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The Bond Registrar will not effect transfer of this Bond unless the information concerning the
assignee requested below is provided.
Name and Address:
(Include information for all joint owners if
this Bond is held by joint account.)
Please insert social security or
other identifying number of assignee
PROVISIONS AS TO REGISTRATION
The ownership of the principal of and interest on the within Bond has been registered on the
books of the Registrar in the name of the person last noted below.
Signature of
Date of Registration Registered Owner Officer of Re ig s
Cede & Co.
Federal ID #13-2555119
3.02. The City Clerk will obtain a copy of the proposed approving legal opinion of Kennedy &
Graven, Chartered, Minneapolis, Minnesota, which will be complete except as to dating thereof and
will cause the opinion to be printed on or accompany each Bond.
Section 4. Payment: Security: Pledges and Covenants.
4.01. The City will create and continue to operate its Storm Sewer Fund to which will be
credited all gross revenues of the storm sewer system described in the resolution authorizing the sale of
the Bonds and out of which will be paid all normal and reasonable expenses of can ent operations of the
storm sewer system. Any balances therein are deemed net revenues and will be transferred, from time
to time, to a General Obligation Storm Sewer Revenue Bonds, Series 1999C Debt Service Fund (Debt
Service Fund) hereby created in the Storm Sewer Fund, which fund will be used only to pay principal
of and interest on the Bonds and any other bonds similarly authorized. There will always be retained in
the Debt Service Fund a sufficient amount to pay principal of and interest on all the Bonds, and the City
Finance Director must report any current or anticipated deficiency in the Debt Service Fund to the City
Council. There is appropriated to the Debt Service Fund all capitalized interest financed from Bond
proceeds, if any, any amount over the minimum purchase price of the Bonds paid by the Purchaser and
all accrued interest paid by the Purchaser upon closing and delivery of the Bonds.
4.02. The City Council covenants and agrees with the holders of the Bonds that so long as any
of the Bonds remain outstanding and unpaid, it will keep and enforce the following covenants and
agreements:
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(a) The City will continue to maintain and efficiently operate the storm sewer
system as public utilities and conveniences free from competition of other like utilities and will
cause all revenues therefrom to be deposited in bank accounts and credited to the storm sewer
system accounts as hereinabove provided, and will make no expenditures from those accounts
except for a duly authorized purpose and in accordance with this resolution.
(b) The City will also maintain the Debt Service Fund as a separate account in the
Storm Sewer Fund and will cause money to be credited thereto from time to time, out of net
revenues from the storm sewer plant and system in sums sufficient to pay principal of and
interest on the Bonds when due.
(c) The City will keep and maintain proper and adequate books of records and
accounts separate from all other records of the City in which will be complete and correct
entries as to all transactions relating to the storm sewer system and which will be open to
inspection and copying by any bond holder, or the holder's agent or attorney, at any reasonable
time, and it will furnish certified transcripts therefrom upon request and upon payment of a
reasonable fee therefor, and said account will be audited at least annually by a qualified public
accountant and statements of such audit and report will be furnished to all bondholders upon
request.
(d) The City Council will cause persons handling revenues of the storm sewer
system to be bonded in reasonable amounts for the protection of the City and the bondholders
and will cause the funds collected on account of the operations of the storm sewer system to be
deposited in a bank whose deposits are guaranteed under the Federal Deposit Insurance Law.
(e) The Council will keep the storm sewer system insured at all times against loss
by fire, tornado and other risks customarily insured against with an insurer or insurers in good
standing, in such amounts as are customary for like plants, to protect the holders, from time to
time, of the Bonds and the City from any loss due to any such casualty and will apply the
proceeds of such insurance to make good any such loss.
(f) The City and each and all of its officers will punctually perform all duties with
reference to the storm sewer system as required by law.
(g) The City will impose and collect charges of the nature authorized by Minnesota
Statutes, section 444.075 at the times and in the amounts required to produce net revenues
adequate to pay all principal and interest when due on the Bonds and to create and maintain
such reserves securing said payments as may be provided in this resolution.
(h) The City Council will levy general ad valorem taxes on all taxable property in
the City, when required to meet any deficiency in net revenues.
4.03. It is hereby determined that the estimated collection of net revenues for the payment of
principal and interest on the Bonds will produce at least five percent in excess of the amount needed to
meet, when due, the principal and interest payments on the Bonds and that no tax levy is needed at this
time.
4.04. The City Clerk is authorized and directed to file a certified copy of this resolution with
the Taxpayer Services Division Manager of Hennepin County and to obtain the certificate required by
Minnesota Statutes, Section 475.63.
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Section 5. Authentication of Transcript.
5.01. The officers of the City are authorized and directed to prepaze and furnish to the
Purchaser and to the attorneys approving the Bonds, certified copies of proceedings and records of the
City relating to the Bonds and to the financial condition and affairs of the City, and such other certifi-
cates, affidavits and transcripts as may be required to show the facts within their knowledge or as
shown by the books and records in their custody and under their control, relating to the validity and
marketability of the Bonds, and such instruments, including any heretofore furnished, will be deemed
representations of the City as to the facts stated therein.
5.02. The Mayor, City Manager and Finance Director are authorized and directed to certify that
they have examined the Official Statement prepared and circulated in connection with the issuance and
sale of the Bonds and that to the best of their knowledge and belief the Official Statement is a complete
and accurate representation of the facts and representations made therein as of the date of the Official
Statement.
5.03. The City authorizes the Purchaser to forwazd the amount of Bond proceeds allocable to
the payment of issuance expenses (other than amounts payable to Kennedy & Graven, Chartered as
Bond Counsel) to Resource Bank & Trust Company, Minneapolis, Minnesota on the closing date for
further distribution as directed by the City's financial adviser, Ehlers and Associates, Inc.
Section 6. Tax Covenant.
6.01. The City covenants and agrees with the holders from time to time of the Bonds that it will
not take or permit to be taken by any of its officers, employees or agents any action which would cause
the interest on the Bonds to become subject to taxation under the Internal Revenue Code of 1986, as
amended (the Code), and the Treasury Regulations promulgated thereunder, in effect at the time of such
actions, and that it will take or cause its officers, employees or agents to take, all affirmative action
within its power that may be necessary to ensure that such interest will not become subject to taxation
under the Code and applicable Treasury Regulations, as presently existing or as hereafter amended and
made applicable to the Bonds.
6.02. The City will comply with requirements necessary under the Code to establish and
maintain the exclusion from gross income of the interest on the Bonds under Section 103 of the Code,
including without limitation requirements relating to temporary periods for investments, limitations on
amounts invested at a yield greater than the yield on the Bonds.
6.03. The City further covenants not to use the proceeds of the Bonds or to cause or permit
them or any of them to be used, in such a manner as to cause the Bonds to be "private activity bonds"
within the meaning of Sections 103 and 141 through 150 of the Code.
6.04. In order to qualify the Bonds as "qualified tax-exempt obligations" within the meaning of
Section 265(b)(3) of the Code, the City makes the following factual statements and representations:
Code;
(a) the Bonds are not "private activity bonds" as defined in Section 141 of the
(b) the City designates the Bonds as "qualified tax-exempt obligations" for
purposes of Section 265(b)(3) of the Code;
(c) the reasonably anticipated amount oftax-exempt obligations (other than private
activity bonds, that aze not qualified 501(c)(3) bonds) which will be issued by the City (and all
subordinate entities of the City) during calendar yeaz 1999 will not exceed $10,000,000; and
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(d) not more than $10,000,000 of obligations issued by the City during calendar
year 1999 have been designated for purposes of Section 265(b)(3) of the Code.
6.05. The City will use its best efforts to comply with any federal procedural requirements
which may apply in order to effectuate the designations made by this section.
Section 7. Book-Entr~ystem: Limited Obligation of Cites
7.01. The Bonds will be initially issued in the form of a separate single typewritten or printed
fully registered Bond for each of the maturities set forth in Section 1.03 hereof. Upon initial issuance,
the ownership of each Bond will be registered in the registration books kept by the Bond Registrar in
the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York, and
its successors and assigns (DTC). Except as provided in this section, all of the outstanding Bonds will
be registered in the registration books kept by the Bond Registrar in the name of Cede & Co., as
nominee of DTC.
7.02. With respect to Bonds registered in the registration books kept by the Bond Registrar in
the name of Cede & Co., as nominee of DTC, the City, the Bond Registrar and the Paying Agent will
have no responsibility or obligation to any broker dealers, banks and other financial institutions from
time to time for which DTC holds Bonds as securities depository (Participants) or to any other person
on behalf of which a Participant holds an interest in the Bonds, including but not limited to any
responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any
Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any Participant or
any other person (other than a registered owner of Bonds, as shown by the registration books kept by
the Bond Registrar,) of any notice with respect to the Bonds, including any notice of redemption, or (nl)
the payment to any Participant or any other person, other than a registered owner of Bonds, of any
amount with respect to principal of, premium, if any, or interest on the Bonds. The City, the Bond
Registrar and the Paying Agent may treat and consider the person in whose name each Bond is
registered in the registration books kept by the Bond Registrar as the holder and absolute owner of such
Bond for the purpose of payment of principal, premium and interest with respect to such Bond, for the
purpose of registering transfers with respect to such Bonds, and for all other purposes. The Paying
Agent will pay all principal of, premium, if any, and interest on the Bonds only to or on the order of the
respective registered owners, as shown in the registration books kept by the Bond Registrar, and all
such payments will be valid and effectual to fully satisfy and discharge the City's obligations with
respect to payment of principal of, premium, if any, or interest on the Bonds to the extent of the sum or
sums so paid. No person other than a registered owner of Bonds, as shown in the registration books
kept by the Bond Registrar, will receive a certificated Bond evidencing the obligation of this resolution.
Upon delivery by DTC to the City Manager of a written notice to the effect that DTC has determined to
substitute a new nominee in place of Cede & Co., the words "Cede & Co.," will refer to such new
nominee of DTC; and upon receipt of such a notice, the City Manager will promptly deliver a copy of
the same to the Bond Registrar and Paying Agent.
7.03. Representation Letter. The Ciry has heretofore executed and delivered to DTC a Blanket
Issuer Letter of Representations (Representation Letter) which will govern payment of principal of,
premium, if any, and interest on the Bonds and noatices with respect to the Bonds. Any Paying Agent
or Bond Registrar subsequently appointed by the City with respect to the Bonds will agree to take all
action necessary for all representations of the City in the Representation letter with respect to the Bond
Registrar and Paying Agent, respectively, to be complied with at all times.
7.04. Transfers Outside Book-Entr~ystem. In the event the City, by resolution of the City
Council, determines that it is in the best interests of the persons having beneficial interest, in the Bonds
that they be able to obtain Bond certificates, the City will notify DTC, whereupon DTC will notify the
Participants, of the availability through DTC of Bond certificates. In such event the City will issue,
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transfer and exchange Bond certificates as requested by DTC and any other registered owners in
accordance with the provisions of this Resolution. DTC may determine to discontinue providing its
services with respect to the Bonds at any time by giving notice to the City and discharging its
responsibilities with respect thereto under applicable law. In such event, if no successor securities
depository is appointed, the City will issue and the Bond Registrar will authenticate Bond certificates in
accordance with this resolution and the provisions hereof will apply to the transfer, exchange and
method of payment thereof.
7.05. Payments to Cede & Co. Notwithstanding any other provision of this Resolution to the
contrary, so long as a Bond is registered in the name of Cede & Co., as nominee of DTC, payments
with respect to principal of, premium, if any, and interest on the Bond and notices with respect to the
Band will be made and given, respectively in the manner provided in DTC's Operational Arrangements,
as set forth in the Representation Letter.
Section 8. Continuing Disclosure.
8.01. The City hereby covenants and agrees that it will comply with and carry out all of the
provisions of the Continuing Disclosure Certificate. Notwithstanding any other provision of this
Resolution, failure of the City to comply with the Continuing Disclosure Certificate is not to be
considered an event of default with respect to the Bonds; however, any Bondholder may take such
actions as may be necessary and appropriate, including seeking mandate or specific performance by
court order, to cause the Ciry to comply with its obligations under this section.
8.02. "Continuing Disclosure Certificate" means that certain Continuing Disclosure Certificate
executed by the Mayor and City Manager and dated the date of issuance and delivery of the Bonds, as
originally executed and as it may be amended from time to time in accordance with the terms thereof.
Passed and adopted this 20th day of July, 1999.
CITY OF HOPKINS, NIINNESOTA
ayor
ATTEST:
~~ty C c
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The motion for the adoption of the foregoing resolution was duly seconded by Member
Johnson, and upon vote being taken thereon, the following voted in favor thereof: Redepenning,
Hesch, Jensen, Johnson and Maxwell
and the following voted against the same: None
whereupon said resolution was declared duly passed and adopted.
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STATE OF MINNESOTA )
COUNTY OF HENNEPIN ) SS.
CITY OF HOPKINS )
I, the undersigned, being the duly qualified and acting City Clerk of the City of Hopkins,
Hennepin County, Minnesota, do hereby certify that I have carefully compared the attached and
foregoing extract of minutes of a regular meeting of the City Council of the City held on Tuesday,
July 20, 1999 with the original minutes on file in my office and the extract is a full, true and correct
copy of the minutes insofar as they relate to the issuance and sale of $1,545,000 General Obligation
Storm Sewer Revenue Bonds, Series 1999C of the City.
WITNESS My hand officially as such City Clerk and the corporate seal of the City this
~O~hday of J~~~ , 1999.
(SEAL)
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