HomeMy WebLinkAboutResolution No. 627-06 • RESOLUTION NO. ,�297'V(0
RESOLUTION ESTABLISHING PROCEDURES
RELATING TO COMPLIANCE WITH REIMBURSEMENT BOND
REGULATIONS UNDER THE INTERNAL REVENUE CODE
BE IT RESOLVED by the Board of Commissioners of the Rochester Economic
Development Authority, (the "EDA"), as follows:
1. Recitals.
(a) The Internal Revenue Service has issued Treasury Regulations, Section
1.150-2 (as the same may be amended or supplemented, the "Regulations"), dealing
with "reimbursement bond" proceeds,being proceeds of the EDA bonds used to
reimburse the EDA for any project expenditure paid by the City prior to the time of the
issuance of those bonds.
(b) The Regulations generally require that the EDA make a declaration of
intent to reimburse itself for such prior expenditures out of the,proceeds of subsequently
issued bonds, that such declaration be made not later than 60 days after the expenditure
• is actually paid, and that the bonding occur and the written reimbursement allocation be
made from the proceeds of such bonds within 18 months after the later of(1) the date of
payment of the expenditure or(2)the date the project is placed in service (but in no
event more than 3 years after actual payment).
2. Official Intent Declaration. The Regulations require the EDA to have declared an.
official intent (the "Declaration") to reimburse itself for previously paid project expenditures out
of the proceeds of subsequently issued bonds. The Board hereby authorizes the Assistant
Treasurer to make the EDA's Declarations or to delegate from time to time that responsibility to
other appropriate EDA employees. Each Declaration shall comply with the requirements of the
Regulations, including without limitation the following:
(a) Each Declaration shall be made not later than 60 days after payment of
the applicable project cost and shall state that the EDA reasonably expects to reimburse
itself for the expenditure out of the proceeds of a bond issue or similar borrowing. Each
Declaration may be made substantially in the form of the Exhibit A which is attached to
and made a part of this Resolution, or in any other format which may at the time comply
with the Regulations.
(b) Each Declaration shall (1) contain a reasonably accurate description of
the "project," as defined in the Regulations (which may include the property or program
to be financed, as applicable), to which the expenditure relates and (2) state the
maximum principal amount of bonding expected to be issued for that project.
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• (c) Care shall be taken so that the EDA, or its authorized representatives
under this Resolution, not make Declarations in cases where bonds will not be issued to
provide long term financing for the costs, and the EDA officials are hereby authorized to
consult with bond counsel to the EDA concerning the requirements of the Regulations in
general and their application in particular circumstances.
(d) The Assistant Treasurer shall advise the EDA from time to time on the
desirability and timing of the issuance of reimbursement bonds relating to project
expenditures for which the EDA has made Official Intent Declarations, including
recommendations on the timing of the issuance of such bonds so that the "reimbursement
allocation" described in the Regulations and in paragraph 3 below can be made within the
time limits prescribed in the Regulations.
3. Reimbursement Allocations. The Assistant Treasurer shall also be responsible for
making the "reimbursement allocations" described in the Regulations,being generally the
transfer of the appropriate amount of reimbursement bond proceeds to reimburse the source of
temporary financing used by the EDA to make payment of the prior expenditure. Each
allocation shall be evidenced by an entry on the official books maintained for such
reimbursement bonds, shall specifically identify the actual prior expenditure being reimbursed,
and shall be effective to relieve the bond proceeds involved from any restriction under the bond
resolution or other relevant legal documents for those bonds and under any applicable state
statute which would apply to the unspent proceeds of such bond issue.
• Adopted this M71 day of D6iXMBC-P— , 2006,by the Board of Commissioners
of the Rochester Economic Development Authority.
Chair
;ATTEST:
CSecreta y
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• EXHIBIT A
DECLARATION OF OFFICIAL INTENT
The undersigned, being the duly appointed and acting Assistant Treasurer of the
Rochester Economic Development Authority, Minnesota (the "EDA"), pursuant to and for
purposes of compliance with Treasury Regulations, Section 1.150-2 (the "Regulations"), under
the Internal Revenue Code of 1986, as amended, hereby states and certifies on behalf of the
Board as follows:
1. The undersigned has been and is on the date hereof duly authorized
by the Board to make and execute this Declaration of Official Intent(the
"Declaration") for and on behalf of the EDA.
2. This Declaration relates to the following project or program (the
"Project") and the costs thereof to be financed:
The acquisition, construction and equipping of an approximately eight
story office and laboratory facility to be leased to Mayo Medical Ventures
and other entities involved with the bioscience industry.
3. The EDA reasonably expects to reimburse itself for the payment of
certain costs of the Project out of the proceeds of bond issue or similar borrowing
(the 'Bonds")to be issued by the EDA after the date of payment of such costs.
As of the date hereof, the EDA reasonably expects that$35,000,000 is the .
maximum principal amount of the Bonds which will be issued to finance the
Proj ect.
4. Each expenditure to be reimbursed from the Bonds is or will be.a
capital expenditure or a cost of issuance, or any of the other types of expenditures
described in Section 1.150-2(d)(3) of the Regulations.
5. As of the date hereof, the statements and expectations contained in
this Declaration are believed to be reasonable and accurate.
Date: VEC- /?,y 42 0b
ssistant Treasurer
Rochester Economic Development Authority
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• CERTIFICATION
The undersigned,being the duly qualified and acting Secretary of the Rochester
Economic Development Authority,hereby certifies the following:
The foregoing is true and correct copy of a Resolution on file in the offices of the EDA,
which Resolution relates to procedures of the EDA for compliance with certain IRS Regulations
on reimbursement bonds. Said Resolution was duly adopted by the governing body of the EDA
at a meeting of the EDA held on December 11 , 2006. Said meeting was duly called,
regularly held, open to the public, and held at the place at which meetings of the EDA are
regularly held. Member Marcoux moved the adoption of the Resolution,which
motion was seconded by Member Bl enker A vote being taken on the motion,
the following members of the EDA voted in favor of the motion to adopt the Resolution:
President Dennis Hanson, Councilmembers Amy Blenker, Pat Carr, Marcia
Marcoux, Sandra Means, Bob Nowicki , Bruce Snyder
and the following voted against the same:
None .
Whereupon said Resolution was declared duly passed and adopted. The Resolution is in full
force and effect and no action has been taken by the EDA which would in any way alter or
amend the Resolution.
WITNESS MY HAND officially as the Secretary of the Rochester Economic
Development Authority this JZ�A day of -Dee, , 2006.
Secretary
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