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91-100 A (2) Extract of Minutes of Meeting of the City Council of the City of Chanhassen, Carver and Hennepin Counties, Minnesota Pursuant to due call and notice thereof, a special meeting of the City :ouncil of the City of Chanhassen, Minnesota, was duly held in the City Hall in ~aid City on Tuesday, October 15, 1991, commencing at 5:30 P.M. The following members were present: Ursula Dimler, Michael Mason, Richard Wing, Thomas Workman and Donald Chmiel ~nd the following were absent: None The Mayor announced that the next order of business was consideration of the bids which had been received for the purchase of the City's $1,165,000 G~neral Obligation Municipal Building Refunding Bonds, Series 1991D, as a~vertised for sale. The City Manager presented affidavits showing publication o~ the notice of sale in the City's official newspaper and in Northwestern F~nancial Review, a financial paper published in Minneapolis, Minnesota, which a~fidavits were examined and found satisfactory and ordered placed on file. The City Manager presented a tabulation of the bids which had been received ir the manner specified in the Official Terms of Offering of the Bonds. The bi~s were as follows: (See Attached) 166."5 West Bluemound Road Suite 290 Br-okfield. WI 53005-5935 (414) 782-8222 --ax: (414) 782-2904 2,-~9 Second Avenue S.E. Ced r Rapids. IA 52403-1434 (319) 363-2221 -'ax: (319) 363-6999 SPRINGSTED PUBLIC FINANCE ADVISORS 85 East Seventh Place Suite 100 Saint Paul, MN 55101-2143 (612) 223-3000 Fax: (612) 223-3002 6800 College Boulevard Suite 600 Overland Park, KS 66211-1533 (913) 345-8062 Fax: (913) 345-1770 222 South Ninth Street Suite 2825 Minneapolis, MN 55402-3368 (612) 333-9177 Fax: (612) 333-2363 $1,1 65,000* CITY OF CHANHASSEN, MINNESOTA GENERAL OBLIGATION MUNICIPAL BUILDING REFUNDING BONDS, SERIES 1991 D AWARI~ PRUDENTIAL SECURITIES, INC. LEHMAN BROTHERS DEAN WITTER REYNOLDS INCORPORATED PAINEWEBBER INCORPORATED BEAR, STEARNS & CO., INC. SALE: Bidder PRUDEI~i'IAL SECURITIES, INC. LEHMAN~BROTHERS DEAN W~i'TER REYNOLDS INCORPORATED PAINEWI~BBER INCORPORATED BEAR, ST'EARNS & CO., INC. October 15, 1991 Interest Rates 4.60% 1992 4.80% 1993 4.90% 1994 5.10% 1995 5.20% 1996 5.40% 1997 5.50% 1998 5.60% 1999 5.75% 2000 Price $1,152,185.00 Moody's Rating: Baal True Interest Cost & Rate $361,498.13 (5.6845%) NORWES~' INVESTMENT SERVICES, INCORF ORATED FBS INV~TMENT SERVICES, INC. MERRILL .YNCH & CO. American ~lational Bank Saint Paul Cronin & Company, Incorporated Juran & IV~ody, Incorporated Miller & Si hroeder Financial, Inc. Doughert~ Dawkins, Strand & Bigelow Incorporated Marquette Bank Minneapolis, N.A. Moore, Ju an and Company, Incorporated Park Inve.~ment Corporation Peterson Pinancial Corporation 4.50% 1992 4.65% 1993 4.80% 1994 5.00% 1995 5.20% 1996 5.40% 1997 5.60% 1998 5.75% 1999 5.90% 2000 $1,1 53,350.00 $364,750.63 (5.7267%) (Continued) Upon the advice of the City's financial adviser, the principal amount of ~e Bonds was not changed. After due consideration of the bids, Member i:troduced the following resolution and moved its adoption: Workman then RESOLUTION NO. 91-100A A RESOLUTION AWARDING THE SALE OF $ 1,165,000 GENERAL OBLIGATION MUNICIPAL BUILDING REFUNDING BONDS, SERIES 1991D; 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 Chanhassen, Carver and H~nnepin Counties, Minnesota (City) as follows: Section 1. Sale of Bonds. 1.01. The bid of Prudential Securities, Inc. (Purchaser) to p~_rchase $ 1,165,000 General Obligation Municipal Building Refunding Bonds, Se-ties 1991D (Bonds) of the City described in the Official Terms of Offering tk~-reof is determined to be the highest and best bid received pursuant to duly advertised notice of sale and is accepted, the bid being to purchase the Bonds at a price of $1-,152,185.00 plus accrued interest to date of delivery, for Bonds bearing interest as follows: Year of Maturity · Interest Rate Year of Maturity Interest Rate 1992 4.60% 1997 5.40% 1993 4.80 1998 5.50 1994 4.90 1999 5.60 1995 5.10 2000 5.75 1996 True interest rate: 5.6845% 1.02. The sum of $ -0- being the amount bid by the Purchaser in ex, ess of $ 1,152,185.00 is credited to the Debt Service Fund hereinafter created. The City Manager is directed to deposit the good faith check of the Purchaser, pending completion of the sale of the Bonds, and to return the good fa:th checks of the unsuccessful bidders forthwith. The Mayor and City Manager ar~ directed to execute a contract with the Purchaser on behalf of the City. 1.03. The City will forthwith issue and sell the Bonds in the total trincipal amount of $1,165,000 , originally dated November 1, 1991, in the eenomination of $5,000 each or any integral multiple thereof, numbered No. R-I,  ward, bearing interest as above set forth, and which mature serially on gust 1 in the years and amounts as follows: Year Amount Year Amount 1992 $ 60,000 1997 $145,000 1993 95,000 1998 155,000 1994 105,000 1999 170,000 1995 120,000 2000 185,000 1996 130,000 1.04. Optional Redemption. The City may elect on August 1, 1998 and on ary date thereafter to prepay Bonds maturing on or after August 1, 1999. R~demption may be in whole or in part of the Bonds subject to prepayment. If r~emption is in part, the Bonds will be redeemed at the option of the City and ir such manner as determined by the City and within a maturity by lot as s~lected by the Registrar. Ail payments will be at a price of par plus accrued ir~terest. Section 2. Registration and Payment. 2.01. Registered Form. The Bonds shall be issued only in fully registered fo~. 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 Payment Dates. Each Bond will be dated as of the la: t interest payment date preceding the date of authentication to which inter- es~ 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 mate available for payment, in which case such Bond shall be dated as of the da~e of authentication, or (ii) the date of authentication is prior to the first inbe_rest payment date, in which case such Bond will be dated as of the date of orf~inal issue. The interest on the Bonds is payable on August-1 and February 1 of each year, commencing August 1, 1992, to the owner of record thereof as of the close of business on the fifteenth day of the immediately preceding month, whe~.her or not such day is a business day. 2.03. Registration. The City will appoint, and shall 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 Regis- tra~ 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 exe- cuted 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 such interest payment date. (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 any 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 ~n 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 such Bond to the extent of the sum or sums so paid. (g) Taxes, Fees and Charges. For a transfer or exchange of Bonds, the Registrar may impose a charge upon the owner thereof 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 any Bond destroyed, stolen or lost, upon the payment of the reasonable expenses and charges of the Registrar in connec- tion 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 furnish- ing to the Registrar of 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 redemp- tion, 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 redemption to the registered owner of each Bond to be redeemed at the address shown on the registration books kept by the Regis- trar and by publishing the notice in the manner 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 any proceeding for the redemption of Bonds. Bonds so called for redemption w~ll 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 Registrar. The City appoints ~.,erican National Bank and Trust Company, St. Paul , Minnesota, as the i~itial Registrar. The Mayor and the City Manager are authorized to execute and d~liver, on behalf of the City, a contract with the Registrar. Upon merger or c~nsolidation of the Registrar with another corporation, if the resulting c..rporation is a bank or trust company authorized by law to conduct such busi- ness, such corporation is authorized to act as successor Registrar. The City a:rees to pay the reasonable and customary charges of the Registrar for the slrvices performed. The City reserves the right to remove the Registrar upon 30 d~ys' notice and upon the appointment of a successor Registrar, in which event t~e predecessor Registrar must deliver all cash and Bonds in its possession to tie successor Registrar and must deliver the bond register to the successor R~gistrar. On or before each principal or interest due date, without further order of this Council, the Manager must transmit to the Registrar moneys sLfficient for the payment of all principal and interest then due. 2.05. Execution, Authentication and Delivery. The Bonds will be prepared urger the direction of the Manager and executed on behalf of the City by the sf~natures of the Mayor and the Manager, provided that all signatures may be printed, engraved or lithographed facsimiles of the originals. In case any of Yicer whose signature or a facsimile of whose signature appears on the Bonds ceases to be such officer before the delivery of any Bond, such signature or fazsimile will nevertheless be valid and sufficient for all purposes, the same a~ if the officer had remained in office until delivery. Notwithstanding such ex~ecution, a Bond will not be valid or obligatory for any purpose or entitled to am~ security or benefit under this Resolution unless and until a certificate of au2hentication on the Bond has been duly executed by the manual signature of an au:horized representative of the Registrar. Certificates of authentication on different Bonds need not be signed by the same representative. The executed ce:tificate of authentication on each Bond is conclusive evidence that it has be~n authenticated and delivered under this Resolution. When the Bonds have bem so prepared, executed and authenticated, the Manager shall deliver the same to the Purchaser upon payment of the purchase price in accordance with the co~tract of sale heretofore made and executed, and the Purchaser is not ob .igated to see to the application of the purchase price. 2.06. Temporary Bonds. The City may elect to deliver in lieu of printed finitive Bonds one or more typewritten temporary Bonds in substantially the rm set forth in Section 3 with such changes as may be necessary to reflect re than one maturity in a single temporary bond. Upon the execution and livery of definitive Bonds the temporary Bonds will be exchanged therefor and ncelled. Section 3. Form of Bond. 3.01. The Bonds will be printed in substantially the following form: [Face of the Bond] UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTIES OF CARVER AND HENNEPIN CITY OF CHANHASSEN GENERAL OBLIGATION MUNICIPAL BUILDING REFUNDING BOND, SERIES 1991D Date of Ra :e Maturity Original Issue CUSIP November 1, 1991 No $ The City of Chanhassen, Minnesota, a duly organized and existing municipal col poration in Carver and Hennepin Counties, Minnesota (City), acknowledges it. elf to be indebted and for value received promises to pay to or registered assigns, the principal sum of $ on the maturity date spen. ified above with interest thereon from the date hereof at the annual rate specified above, payable August 1 and February 1 in each year, commencing August 1, 1992, to the person in whose name this Bond is registered at the close of ~usiness on the fifteenth day (whether or not a business day) of the immedi- ate'.y preceding month. The interest hereon and, upon presentation and surrender her :of, the principal hereof are payable in lawful money of the United States of Ame :ica by check or draft by , Minnesota, as Bond Registrar, Paying Agent, Transfer Agent and Authenticating Age~t, or its designated successor under the Resolution described herein. For thel~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 bee~. and are hereby irrevocably pledged. The City may elect on August 1, 1998, and on any date thereafter, to prepay Bone s of this issue maturing on or after August 1, 1999. Redemption may be in who~e or in part of the Bonds subject to prepayment. If redemption is in part, thel~Bonds will be redeemed at the option of the City and in such manner as det~mined by the City and within a maturity by lot as selected by the RegJ strar. Ail prepayments shall be at a price of par plus accrued interest. The City Council has designated the Bonds as "qualified tax exempt obliga- ions" 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 4inancial institutions and within the $10 million limit allowed by the Code for ~he calendar year of issue. Additional provisions of this Bond are contained on the reverse hereof and ach provisions for all purposes have the same effect as though fully set forth fh this place. This Bond is not valid or obligatory for any purpose or entitled to any sacurity or benefit under the Resolution until the Certificate of Authentication b~reon has been executed by the Bond Registrar by manual signature of one of its a~thorized representatives. IN WITNESS WHEREOF, the City of Chanhassen, Carver and Hennepin Counties, Minnesota, by its City Council, has caused this Bond to be executed on its b~half by the facsimile signatures of the Mayor and City Manager and has caused t~is Bond to be dated as of the date set forth below. D-ted: CITY OF CHANHASSEN, MINNESOTA (facsimile) Cfacsimile) C~ty Manager Mayor CERTIFICATE OF AUTHENTICATION This is one of the Bonds delivered pursuant to the Resolution mentioned wf~hin. By Authorized Representative [Reverse of the Bond] This Bond is one of an issue in the aggregate principal amount of $ ~,165,000 all of like original issue date and tenor, except as to number, ma%urity date, redemption privilege, and interest rate, all issued pursuant to a re~olution adopted by the City Council on October 15, 1991 (the Reso~ution), for th~ purpose of providing money to refund the outstanding principal amount of ce'tain general obligation bonds of the City, pursuant to and in full conformity wi ~h the Constitution and laws of the State of Minnesota, including Minnesota St.~tutes, Sections 475.67 and pursuant to authority granted by the voters of the Ci y at a regularly called and duly held election, and the principal hereof and in'erest hereon are payable from ad valorem taxes, as set forth in the Re~olution to which reference is made for a full statement of rights and powers th4 reby 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 le~y additional ad valorem taxes on all taxable property in the City in the event of any deficiency in taxes pledged, which taxes may be levied without limitation as to rate or amount. The Bonds of this series are issued only as fury registered Bonds in denominations of $5,000 or any integral multiple th~eof of single maturities. As provided in the Resolution and subject to certain limitations set forth ~herein, this Bond is transferable upon the books of the City at the principal c. ffice of the Bond Registrar, by the registered owner hereof in person or by the ¢~ner's attorney duly authorized in writing upon surrender hereof together with written instrument of transfer satisfactory to the Bond Registrar, duly Iecuted by the registered owner or the owner's attorney; and may also be rrendered in exchange for Bonds of other authorized denominations. Upon such ansfer or exchange the City will cause a new Bond or Bonds to be issued in the me of the transferee or registered owner, of the same aggregate principal ount, bearing interest at the same rate and maturing on the same date, subject reimbursement for any tax, fee or governmental charge required to be paid w~th respect to such transfer or exchange. The City and the Bond Registrar may deem and treat the person in whose name t~is Bond is registered as the abso!ute owner hereof, whether this Bond is o-erdue or not, for the purpose of receiving payment and for all other purposes, a~d neither the City nor the Bond Registrar shall be affected by any notice to t~e contrary. IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts, c~nditions and things required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen and to be performed preliminary to and iT the issuance of this Bond in order to make it a valid and binding general olligation of the City in accordance with its terms, have been done, do exist, h~-ve happened and have been performed as so required, and that the issuance of th, is Bond does not cause the indebtedness of the City to exceed any constitu- t~nal or statutory limitation of indebtedness. (Form of certificate to be printed on the reverse side of each Bond, following a full copy of the legal opinion.) I certify that the above is a full, true and correct copy of the legal opinion rendered by bond counsel on the issue of Bonds of the City of Ch4nhassen, Minnesota, which includes the within Bond, dated as of the date of de..ivery of and payment for the Bonds. (Facsimile Signature) City Manager The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: %'~N COM-- as tenants in common UNIF GIFT MIN ACT Custodian (Cust) (Minor) T iN ENT-- as tenants by entireties under Uniform Gifts or Transfers to Minors J? TEN -- as joint tenants with right of survivorship and not as tenants in common Act ............. (State) Additional abbreviations may also be used though not in the above list. ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers u~o_. the within Bond and all rights thereunder, and does hereby irrevocably constitute and appoint attorney to transfer the said Bond on the books kept fo~ registration of the within Bond, with full power of substitution in the premises. Da ed: 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. Si~ature Guaranteed: Siglature(s) must be guaranteed by a national bank or trust company or by a bro ~erage firm having a membership in one of the major stock exchanges. The Bond Registrar will not effect transfer of this Bond unless the infor- mat.on concerning the assignee requested below is provided. Name and Address: (Include information for all joint owners if this Bond is held by joint account.) Ple~se insert social security or other, identifying number of assignee 3.02. The City Manager is authorized and directed to obtain a copy of the ~roposed approving legal opinion of ~olmes & Graven, Chartered, Minneapolis, ~innesota, which is to be complete except as to dating thereof and cause the ~pinion to be printed on each Bond, together with a certificate to be signed bY Jhe facsimile signature of the Manager in substantially the form set forth in he form of Bond. The Manager is authorized and directed to execute the certificate in the name of the City upon receipt of the opinion and to file the cpinion in the City offices. Section 4. Payment: Security: Pledges and Covenants. 4.01. (a) The Bonds are payable from the General Obligation Municipal ~uilding Refunding Bonds, Series 1991D Debt Service Fund (Debt Service Fund) ~ereby created, and the proceeds of ad valorem taxes hereinafter levied (Taxes) ~.re hereby pledged to the Debt Service Fund. (b) The debt service fund, if any, heretofore established for the t~efunded Bonds as defined in the resolution providing for the issuance and sale c-f the Bonds, is terminated, and all monies therein are hereby transferred to t.ue Debt Service Fund herein created. If any payment of principal or interest cu the Bonds shall become due when there is not sufficient money in the Debt ~C~.rvice Fund to pay the same, the Manager shall pay such principal or interest fT. om the general fund of the City, and the general fund shall be reimbursed for s~ch advances out of the proceeds of the Taxes levied by this resolution when c~llected. (c) There is hereby appropriated to the Debt Service Fund all capi- talized interest financed from Bond proceeds, if any, any amount over the m ~nimum purchase price of the Bonds paid by the Purchaser and all accrued i~terest paid by the Purchaser upon closing and delivery of the Bonds. 4.02. For the purpose of paying the principal of and interest on the B~nds, there is hereby levied a direct annual irrepealable ad valorem tax upon a.1 of the taxable property in the City, which shall be spread upon the tax r~lls and collected with and as part of other general taxes of the City. Such t ~x shall be credited to the Debt Service Fund above provided and shall be in t ~e years and amounts as follows (year stated being year of levy for collection t le following year): YEAR LEVY YEAR LEVY (See Attachment A) 4.03. The Manager is directed to file a certified copy of this resolution w .th the County Auditor of Carver County and the Director of Property Taxation o~ Hennepin County and to obtain the certificate required by Section 475.63 of the Act. 4.04. It is hereby determined that upon the receipt of proceeds of the B~nds (Proceeds) for payment of the Refunded Bonds that an irrevocable appro- p 'iation to the debt service fund for the Refunded Bonds shall have been made w.thin the meaning of Section 475.6i, Subdivision 3 of the Act and the Manager i hereby authorized and directed to certify such fact to and request the County Aiditor and Director of Property Taxation to cancel any and all tax levies made b- the resolution authorizing and approving the Refunded Bonds. 4.05. It is hereby determined that the estimated collection of the f~ regoing Taxes will produce at least five percent in excess of the amount n~eded to meet when due, the principal and interest payments on the Bonds. The tl x levy herein provided shall be irrepealable until all of the Bonds are paid, p~ovided that the City Manager may annually, at the time the City makes its tax l~vies, certify to the County Auditor and Director of Property Taxation the a~ount available in the Debt Service Fund to pay principal and interest due d~ring the ensuing year, and the County Auditor and Director of Property T~.xation] 'shall thereupon reduce the levy collectible during such year by the ar~ount so certified. Section 5. Refunding: Findings: Redemption of Refunded Bonds. 5.01. The Refunded Bonds are the General Obligation Municipal Building Bc~ds of !980, of the City, dated June 1, 1980, of which $1,1AO,O00 in principal a~unt ~s callable on February 1, 1992. It is hereby found and determined that based upon information presently available from the City's financial advisers, tb~ issuance of the Bonds is consistent with covenants made with the holders thereof and is necessary and desirable ~or the reduction of debt service cost to t~ City. 5.02. It ~s hereby found and determined that the Proceeds of the Refunding Bomds will be sufficient to prepay all of the principal of, interest on and r~temption premium (if any) on the Refunded Bonds. 5.03. The Refunded Bonds maturing on August 1, 1992 and thereafter shall be redeemed and prepaid on February 1, 1992. The Refunded Bonds shall be redeemed and prepaid in accordance with their terms and in accordance with the te~s and conditions set forth in the forms of Notice of Call for Redemption at:ached hereto as Attachment B which terms and conditions are hereby approved an~ incorporated herein by reference. The City is hereby authorized and di'ected to forthwith publish the Notice of Call for Redemption in a publication qu_lified under Section 475.54 of Minnesota Statutes and to send written notices of call to the paying agent for the Refunded Bonds, provided that published no'ice alone shall be effective. 5.04. When all Bonds and all interest thereon, have been discharged as provided in this section, all pledges, covenants and other rights granted by th~ s resolution to the holders of the Bonds shall cease, except that the pledge of the full faith and credit of the City for the prompt and full payment of the principal of and interest on the Bonds shall remain in full force and effect. Th~ City may discharge all Bonds which are due on any date by depositing with th~ Registrar on or before that date a sum sufficient for the payment thereof in fu: 1. If any Bond should not be paid when due, it may nevertheless be dis- charged by depositing with the Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. Section 6. Authentication of Transcript. 6.01. The officers of the City are authorized and directed to prepare and irnish to the Purchaser and to the attorneys approving the Bonds, certified pies of proceedings and records of the City relating to the Bonds and to the nancial condition and affairs of the City, and such other certificates, ~.ffidavits and transcripts as may be required to show the facts within their ~owledge 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 ~struments, including any heretofore furnished, shall be deemed representations c~f the City as to the facts stated therein. 6.02. The Mayor and City Manager are hereby authorized and directed to c~.rtify that they have examined the Official Statement prepared and circulated connection with the issuance and sale of the Bonds and that to the best of t~eir knowledge and belief the Official Statement is a complete and accurate r~presentation of the facts and representations made therein as of the date of Official Statement. Section 7. Tax Covenant. 7.01. The City covenants and agrees with the holders from time to time of t~e Bonds that it will not take or permit to be taken by any of its officers e~ployees or agents any action which would cause the interest on the Bonds tg b~come subject to taxation under the Internal Revenue Code of 1986, as amended (~he Code), and the Treasury Regulations promulgated thereunder, in effect at tie 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 t¢ ensure that such interest will not become subject to taxation under the Code ar,d applicable Treasury Regulations, as presently existing or as hereafter a~nded and made applicable to the Bonds. 7.02. (a) The City will comply with requirements necessary under the Code tc establish and maintain the exclusion from gross income of the interest on the Bcnds under Section 103 of the Code, including without limitation requirements re~ating to temporary periods for investments, limitations on amounts invested at a yield greater than the yield on the Bonds, and the rebate of excess invest- memt earnings to the United States if the Bonds (together with other obligations re tsonably expected to be issued in calendar year 1991) exceed the small-issuer ex:eption amount of $5,000,000. (b) For purposes of qualifying for the small issuer exception to the federal arbitrage rebate requirements, the City finds, determines and declares that the aggregate face amount of all tax-exempt bonds ¢other than private ac :ivity bonds) issued by the City (and all subordinate entities of the City) du ~ing the calendar year in which the Bonds are issued and outstanding at one ti~e is not reasonably expected to exceed $5,000,000, all within the meaning of Section 148(f)(4)(C) of the Code. 7.03. 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 th~ Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. 7.04. In order to qualify the Bonds as "qualified tax-exempt obligations" ~ithin the meaning of Section 265(b)(3) of the Code, the City makes the follow- ~g factual statements and representations: (a) the Bonds are not "private activity bonds" as defined in Section 141 of the Code; (b) the City hareby designates the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Code; (c) the reasonably anticipated amount of tax-exempt obligations (other than private activity bonds, treating qualified 501(c)(3) bonds as not being private activity bonds) which will be issued by the City (and all subordinate entities of the City) during calendar year 1991 will not exceed $10,000,000; and (d) not more than $10,000,000 of obligations issued by the City during calendar year 1991 have been designated for purposes of Section 265(b)(3) of the Code. 7.05. The City shall use its best efforts to comply with any federal plocedural requirements which may apply in order to effectuate the designations m~de by this section. The motion for the adoption of the foregoing resolution was duly seconded b) Member Dimler , and upon vote being taken thereon, the fctlowing voted in favor thereof: Ursula Dimler, Michael Mason, Richard Wing, Tb,omas Workman and Mayor Donald Chmiel an~ the following voted against the same: None whereupon said resolution was declared duly passed and adopted. CHAN~ASSEN, MINNESOTA G.O. MUNICIPAL BUILDING REFUNDING, lgg1D POST SALE TAX LEVIES ATTACHMENT A Year Levy is Made Year Levy Is Collected Amount Of Levy 1990 1991 1992 1993 1994 1995 1996 1997 1998 1991 1992 1993 1994 1995 1996 1997 1998 1999 111,713 161,803 167,515 177,863 181,937 lg0,589 192,867 199,666 205,420 NOTICE OF CALL FOR REDEMPTION ATTACHMENT $1,510,000 GENERAL OBLIGATION Mb~ICIPAL BUILDING BONDS OF 1980 CITY OF CHANHASSEN CARVER AND HENNEPIN COUNTIES, MINNESOTA NOTICE IS HEREBY GIVEN that, by order of the City Council of the City of Cb~nhassen, Carver and Hennepin Counties, Minnesota, there have been called for redemption and prepayment on FEBRUARY 1, 1992 al. outstanding bonds of the City designated as General Obligation Municipal Bu~.lding Bonds of 1980, dated June 1, 1980, having stated maturity dates of Au~ast 1 in the years 1992 through 2000, both inclusive, bearing serial numbers No. 75 through No. 302, both inclusive, and totalling $1,140,000 in pr-ncipal amount, and with the following CUSIP numbers: Year of Maturity CUSIP 159105 The bonds are being called at a price of par plus a premium of 1/2 of 1% of the pri{cipal amount redeemed plus accrued interest to February 1, I992, on which date all interest on said bonds and appertinant coupons will cease to accrue. Hol~ers of the bonds hereby called for redemption are requested to present their bon~s with coupons attached for payment at the main office of First Trust Nat:onal Association (as successor to First National Bank of Saint Paul) in the Cit3 of St. Paul, Minnesota, on or before February 1, i992. Bondholders pre~enting their Bonds and coupons for payment must include their taxpayer idertification number on Form W-9 to avoid withholding under the Interest and Divf~end Compliance Act, Dare, d: October 15, 1991. BY ORDER OF THE CITY COUNCIL Furrier Information: /s/ Donald W. Ashworth City Manager City of Chanhassen, Minnesota SpriIgsted Incorporated 85 E~st Seventh Place Suit~ 100 St. t~aul, Minnesota 55101 TelePhone: (612) 223-3000 C4: C~ 35RAW. 91D S ?ATE OF MINNESOTA ) ) c ~uN~ES O~ CA~VE~ ) SS. _ND HENNEPIN ) ) C] TY OF CHANHASSEN ) I, the undersigned, being the duly qualified and acting Manager of the City of Chanhassen, Carver and Hennepin Counties, Minnesota, do hereby certify that I ha~e carefully compared the attached and foregoing extract of minutes of a sp ~.cial meeting of the City Council of the City held on Tuesday, October 15, 19 1 with the original minutes on file in my office and the extract is a full, tr~e and correct copy of the minutes insofar as they relate to the issuance and sa[e of $1,165,000 General Obligation Municipal Building Refunding Bonds, Series 19~lD of the City. WITNESS My hand officially as such Manager and the corporate seal of the Cit z this /%-~ day of ~c~~ , 1991. City Manager Chanhassen, Minnesota C4: CB~35RAW. 91E