8509239
RESOLUTION NO. 8.509
A RESOLUTION APPROVING THE ISSUANCE OF REVENUE
REFUNDING BONDS BY THE CITY OF LITTLE ROCK,
ARKANSAS ELDERLY HOUSING FACILITIES BOARD ON
BEHALF OF ERC FOUNDATION, INC., AN ARKANSAS
NONPROFIT CORPORATION; AND PRESCRIBING OTHER
MATTERS PERTAINING THERETO.
WHEREAS, the City of Little Rock, Arkansas Elderly Housing
Facilities Board (the "Issuer ") , is a Public Facilities Board
created by Ordinance No. 14,048 of the Board of Directors of the
City of Little Rock, Arkansas (the "Board "), duly passed on June 2,
1981, as amended by Ordinance No. 14,295 of the Board duly passed
and adopted on August 17, 1982 (collectively, the "Ordinance ") .
Pursuant to Act 142 of the Acts of Arkansas of 1975, as amended
(the "Act ") and pursuant to the Ordinance, the Issuer is authorized
to establish programs for developing decent, safe and sanitary
residential housing for elderly individuals and families in Little
Rock, Arkansas (the "City ") including a program to provide
construction and permanent financing for multifamily residential
rental projects for the elderly individuals and families which are
sponsored by nonprofit corporations and located in the City, and to
issue Revenue Bonds to provide a means for financing the same (the
"Program ") ; and
WHEREAS, in furtherance of the Program and for the purposes
set forth in the Act and in the Ordinance, the Issuer wishes to
refinance a multifamily residential rental project for the elderly
located in the City and sponsored by the ERC Foundation, Inc., an
Arkansas non - profit corporation (the "Project ") , to provide for the
issuance of its refunding revenue bonds, and to authorize such
actions as are required to implement such stated intentions; and'
WHEREAS, on December 21, 1982, the Issuer approved the
issuance of its $1,390,000 Revenue Bonds (First National Bank of
Hot Springs Project) Series 1982A (the "Prior Bonds ") the proceeds
of which bonds were used to construct the Project; and
WHEREAS, Section Five of the Ordinance provides that issuance
of Bonds by the Issuer is subject to the prior approval of the
Board of Directors of the City;
WHEREAS, the Prior Bonds were approved by the City by
Resolution No. 6,911 of the City on December 21, 1982.
WHEREAS, the Issuer has approved the issuance of its
$1,245,000 Revenue Refunding Bonds, Series A and Series B, for
refunding the Prior Bonds, and a copy of its Resolution is attached
hereto as Exhibit A;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE CITY OF LITTLE ROCK AS FOLLOWS:
P, LA
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Section 1. For the purposes of the Act and the Ordinance, the
Board does hereby approve the issuance of the $1,245,000 Revenue
Refunding Bonds, Series A and Series B, by the Issuer on behalf of
ERC Foundation, Inc., an Arkansas nonprofit corporation.
Section 2. The Resolution of the Issuer is hereby approved in
substantially the form attached hereto as Exhibit A.
Section 3. This Resolution shall become effective immediately
upon its adoption and approval by the Board of Directors of the
City of Little Rock.
APPROVED: May 21, 1991.
ATTESTe:,
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EXHIBIT A
M M M
A RESOLUTION AUTHORIZING THE ISSUANCE OF $1,245,000
REVENUE REFUNDING BONDS, (ERC FOUNDATION, INC. PROJECT) ,
SERIES A AND SERIES B, FOR THE PURPOSE OF PROVIDING
PERMANENT FINANCING FOR THE ERC FOUNDATION, INC.
MULTIFAMILY RESIDENTIAL RENTAL PROJECT; FIXING THE
DETAILS OF THE PROGRAM; AUTHORIZING THE EXECUTION AND
DELIVERY OF A TRUST INDENTURE SECURING THE BONDS ;
AUTHORIZING THE EXECUTION AND DELIVERY OF A LOAN
AGREEMENT; AUTHORIZING THE OFFICIAL STATEMENT RELATING TO
THE BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF A
BOND PURCHASE AGREEMENT PROVIDING FOR THE SALE OF THE
BONDS TO THE PURCHASER THEREOF; AND PRESCRIBING OTHER
MATTERS PERTAINING THERETO.
WHEREAS, the City of Little Rock, Arkansas Elderly Housing
Facilities Board (the "Issuer ") , is a Public Facilities Board
created by Ordinance No. 14,048 of the Board of Directors of the
City of Little Rock, Arkansas (the "Board ") , duly passed on June 2,
1981, as amended by Ordinance No. 14,295 of the Board duly passed
and adopted on August 17, 1982 (collectively the "Ordinance ") .
Pursuant to Act 142 of the Acts of Arkansas of 1975, as amended
(the "Act ") and pursuant to the Ordinance, the Issuer is authorized
to establish programs for developing decent, safe and sanitary
residential housing for elderly families in Little Rock, Arkansas
(the "City ") including a program to provide permanent financing for
non - profit multifamily residential rental projects for the elderly
to be located in the City, and to issue revenue bonds to provide a
means for financing the same (the "Program "); and
WHEREAS, in furtherance of the Program and for the purposes
set forth in the Act and in the Ordinance, the Issuer wishes to
provide permanent financing for a non - profit multifamily
residential rental project for the elderly located in the City and
to issue its Revenue Refunding Bonds, and authorizing such actions
as are required to implement such stated intentions; and
WHEREAS, pursuant to and in accordance with provisions of the
Act and the Ordinance, the Issuer is now prepared to proceed with
the financing to provide funds for the refunding the debt of a
multifamily residential rental project for the elderly to be
located in the City and to issue and sell not to exceed $1,245,000
in principal amount of its Revenue Refunding Bonds, Series A and
Series B (the "Bonds ") , such Bonds to be secured by the Indenture
(hereinafter defined), and, except to the extent payable from Bond
proceeds, or moneys from the investment thereof, to be payable
solely from the revenues and receipts and other amounts received by
the Issuer pursuant to the Loan Agreement; and
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WHEREAS, the underwriter (the "Underwriter "), Powell &
Satterfield, Inc. intends to offer the Bonds for sale to the
public, and to use an Official Statement dated May 14, 1991 (the
"Official Statement ") to effectuate such sale and has submitted to
the Issuer a form of Bond Purchase Agreement (hereinafter defined)
setting forth the Underwriter's proposal to purchase the Bonds; and
WHEREAS, copies of the proposed Loan Agreement, the Indenture
and the Bond Purchase Agreement have been presented to and are
before the Issuer at this meeting:
NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF LITTLE ROCK,
ARKANSAS ELDERLY HOUSING FACILITIES BOARD AS FOLLOWS:
The following words and terms used in this Resolution shall
have the following meanings unless the context clearly indicates
another or different meaning or intent:
"Act" shall mean Act No. 142 of the Acts of Arkansas of
1975, as amended, and as it may be subsequently amended.
"Board" shall mean the Board of Directors of the City of
Little Rock, Arkansas, the governing body of the City.
"Bond Purchase Agreement" shall mean the Bond Purchase
Agreement to be entered into between the Issuer and the
Underwriter, as approved by this Resolution relating to the
purchase of the Bonds.
"Bonds" shall mean the Revenue Refunding Bonds, Series A
and Series B of the Issuer, in an aggregate principal amount
not to exceed $1,245,000 authorized to be issued pursuant to
this Resolution and pursuant to Article II of the Indenture.
"City" shall mean the geographic territory embraced
within the boundaries of Little Rock, Arkansas, a political
subdivision of the State of Arkansas.
"Indenture" shall mean the Trust Indenture dated as of
May 31, 1991, between the Issuer and the Trustee as approved
by this Resolution, as the same may be supplemented from time
to time in accordance with its terms.
"Issuer" shall mean the City of Little Rock, Arkansas
Elderly Housing Facilities Board.
"Loan Agreement" shall mean the Loan Agreement by and
between the Issuer and the Owner, dated as of May 31, 1991.
"Official Statement" shall mean the official Statement as
further described and defined in the Bond Purchase Agreement.
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"Ordinance" shall mean Ordinance No. 14,048 of the Board
of Directors of the City of Little Rock duly passed on June 2,
1981, as amended by Ordinance No. 14,295 of the Quorum Court
duly passed and adopted on August 17, 1982, pursuant to the
Act, which created the Board.
"Owner" shall mean ERC Foundation, Inc.
"Program" shall mean the permanent financing for a
multifamily residential rental project for the elderly located
in Little Rock, Arkansas, a portion of which shall be made
available to low and moderate income families, and the
issuance of Revenue Refunding Bonds for such purpose.
"Project Facilities" shall mean the buildings, facilities
and improvements described in a Regulatory Agreement.
"Regulatory Agreement" shall mean the Regulatory
Agreement and Declaration of Restrictive Covenants by and
among the Issuer, the Trustee and the Owner relating to
Project Facilities constructed by the Owner as a part of the
program of the Issuer from Bond Proceeds.
"Underwriter" shall mean Powell & Satterfield, Inc. in
its capacity as the purchaser of the issue of the Issuer of
$1,245,000 Revenue Refunding Bonds.
"Trustee" shall mean The Twin City Bank, North Little
Rock, Arkansas and any successor acting as such under the
Indenture.
Section 2. For the purpose of establishing limitations and
qualifications of the Program, the Issuer and the Trustee shall
enter into a Regulatory Agreement with respect to the Project with
the Owner, governing the operation and occupancy of the Project for
which the Project Loan is made. The Regulatory Agreement, among
other things, will require the applicable Owner to designate 20
percent the dwelling units of the Project for rental or lease to
families or individuals of low or moderate income (within the
meaning of the Internal Revenue Code of 1954, as amended, and the
Income Tax Regulations promulgated and proposed thereunder.
Section 3. For the purposes of the Act and the Ordinance and
to establish the Program, the Issuer does hereby authorize the
making of a Loan in accordance with the terms of the Loan Agreement
and does hereby find and declare that this Resolution is being
enacted pursuant to the powers granted by the Act and the Ordinance
and that the issuance of the Bonds is for the public purposes as
set forth in the Act and the Ordinance.
Section 4. To provide for the financing of the cost of making
the Loan, the Issuer does hereby authorize the issuance of revenue
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refunding bonds of the Issuer under the Act and the Ordinance, to
be designated "City of Little Rock, Arkansas Elderly Housing
Facilities Board Revenue Bonds, (ERC Foundation, Inc. Project),
Series A and Series B, in an aggregate principal amount of
$1,245,000. The Bonds shall be issued in the form set forth in the
Indenture; shall be dated, except as otherwise provided in the
Indenture, the date of their issuance; shall mature as set forth in
Schedule 1 hereto, which by this reference is incorporated herein;
shall bear interest payable semiannually at rates set forth in
Schedule 1 hereto, shall be subject to redemption prior to maturity
upon the terms and conditions set forth in the Indenture; and shall
be sold to the Underwriter at a price of not less than 100% of the
aggregate principal amount of the Bonds (as defined in the Bond
Purchase Agreement).
Section 5. The Bonds shall be limited obligations of the
Issuer and, except to the extent payable from Bond proceeds or
moneys from the investment thereof, shall be payable solely from
the revenues and receipts and other amounts received by or on
behalf of the Issuer pursuant to the Loan Agreement. The Bonds and
interest thereon shall not constitute a debt or liability of the
Issuer, the City, the State of Arkansas or any political
subdivision thereof, and their issuance shall not, directly or
indirectly or contingently, obligate the Board or the State of
Arkansas or any political subdivision thereof to levy any form of
taxation or to make any appropriation for their payment, nor shall
the Bonds be construed to create any moral obligation on the part
of the State of Arkansas or any political subdivision thereof with
respect to their payment. Nothing in the Bonds or in the Indenture
or in the proceedings of the Issuer authorizing the issuance of the
Bonds or in the Act or the Ordinance shall be construed to
authorize the Issuer to create a debt of the State of Arkansas or
any political subdivision thereof within the meaning of any
constitutional or statutory provision. The nature of the
obligation represented by the Bonds is as more fully set forth in
the Indenture.
Section 6. Registered Bonds, in substantially the form
described in Article III of the Indenture shall be issued to and
registered in the name of the Bondholders and shall be delivered to
the Trustee. The Bonds shall be executed on behalf of the Issuer
by the facsimile signature of the Chairman and the facsimile
signature of the Secretary of the Issuer (the "Chairman" and the
"Secretary ") in the manner provided in the Indenture. If any of
the officers who shall have signed or sealed the Bonds shall cease
to be such officer of the Issuer before the Bonds so signed and
delivered shall have been actually authenticated by the Trustee or
delivered by the Issuer, such Bonds nevertheless shall be
authenticated, issued and delivered with the same force and effect
as though the person or persons who signed or sealed such Bonds had
not ceased to be an officer or officers of the Issuer, or also any
such Bonds may be signed and sealed on behalf of the Issuer by
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those persons who, at the actual date of the execution of such
Bonds, shall be the proper officers of the Issuer, although at the
nominal date of such Bonds any person so signing and sealing shall
not have been such officer of the Issuer.
Section 7. The Indenture is hereby approved in substantially
the form attached hereto as Exhibit A, and the Chairman is hereby
authorized to execute, acknowledge and deliver the Indenture,
attested by the Secretary of the Issuer, with such changes therein
as shall be approved by such persons executing such document, their
execution to constitute conclusive evidence of such approval, and
the Secretary is hereby authorized to affix to the Indenture the
corporate seal of the Issuer.
Section 8. The Loan Agreement between the Issuer and the
Owner is hereby approved in substantially the form attached hereto
as Exhibit B and the Chairman is hereby authorized to execute,
acknowledge and deliver the Loan Agreement, attested by the
Secretary of the Issuer, with such changes therein as shall be
approved by such persons executing such document, their execution
to constitute conclusive evidence of such approval. The Secretary
of the Issuer is hereby authorized to affix to such document the
corporate seal of the Issuer.
Section 9. The Bond Purchase Agreement is hereby approved in
substantially the form attached hereto as Exhibit C, and the
Chairman is hereby authorized to execute and deliver the Bond
Purchase Agreement on behalf of the Issuer with such changes and
completions therein with respect to interest rates, redemption
provisions and the sale price of the Bonds (subject to limitations
set forth in Section 4 hereof) as shall be approved by such person
executing the document, his execution to constitute conclusive
evidence of such approval, and the sale of the Bonds to the
Underwriter pursuant to the Bond Purchase Agreement is hereby
authorized.
Section 10. The Chairman is hereby authorized to prepare,
execute and deliver the Official Statement for and on behalf of the
Issuer pursuant to the Bond Purchase Agreement.
Section 11. The Chairman and Secretary of the Issuer are
hereby empowered to execute and deliver the Bonds and all
documents, certificates and other instruments which may be required
under the terms of the Bond Purchase Agreement, the Indenture, the
Loan Agreement and this Resolution.
Section 12. The Issuer hereby ratifies the use by the
Underwriter of the Official Statement in offering the Bonds to the
purchasers thereof and the Issuer hereby approves and authorizes
the use by the Underwriter of the Official Statement.
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Section 13. This resolution shall become effective
immediately upon its adoption and approval by the Chairman.
APPROVED: May 20, 1991.
ATTEST:
Secretary
(SEAL)
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Chairman
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CERTIFICATE
I, Secretary of the City of Little Rock,
Arkansas Elderly Housing Facilities Board and being the custodian
of the records of said Issuer and keeper of the corporate seal
thereof, DO HEREBY CERTIFY that the attached and foregoing is a
true, correct and exact copy of a Resolution passed by the Issuer
at a special meeting thereof held May 20, 1991 and the same was
signed and approved by the Chairman of the Issuer on the 20th day
of May, 1991, and that the original Resolution so passed is on file
and of record in the records of the Issuer in my possession.
WITNESS my hand and the corporate seal of the said Residential
Housing Facilities Board of Little Rock this 20th day of May, 1991.
Secretary
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SCHEDULE I
To the Resolution of the City of Little Rock, Arkansas Elderly
Housing Facilities Board.
SERIES A
Date
November 25
Principal
Interest
1991
$ 20,000
6.100%
1992
25,000
6.200
1993
50,000
6.400
1994
70,000
6.600
1995
75,000
6.750
1996
80,000
6.875
1997
85,000
7.000
1998
90,000
7.100
1999
95,000
7.150
2000
100,000
7.200
2001
105,000
7.250
2002
110,000
7.300
2003
120,000
7.400
2004
130,000
7.750
SERIES B
1991
$ 40,000
9.250%
1992
30,000
9.250
1993
20,000
9.250
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