6911M M
SOLUTION NO. 6,911 •
A RESOLUTION APPROVING THE ISSUANCE OF
REVENUE 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.
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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 construction and permanent financing for
multifamily residential rental projects for the elderly 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 provide construction and permanent financing for a
multifamily residential rental project for the elderly located
in the City and sponsored by ERC Foundation, Inc., an Arkansas
not - for - profit corporation, to provide for the issuance of its
Revenue Bonds, and to authorize such actions as are required to
implement such stated intentions; 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 Issuer has approved the issuance of its
$1,390,000 Revenue Bonds for the ERC Foundation, Inc. Project,
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:
.Sg =ion 1. For the purposes of the Act and the Ordinance,
the Board does hereby approve the issuance of the $1,390,000
Revenue Bonds by the Issuer on behalf of ERC Foundation, Inc.,
an Arkansas nonprofit corporatin.
3egk3QII_z. The Resolution of the Issuer is hereby
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approved in substantially the form attached hereto as Exhibit
A.
$Qc _t.jQn_j. This Resolution shall become effective
immediately upon its adoption and approval by the Board of
Directors of the City of Little Rock..
APPROVED: December 21, 1982. ,
Mayor
ATTES '
City Clerl
EXHIBIT A •
A RESOLUTION AUTHORIZING THE ISSUANCE OF 244
$1,390,000 REVENUE BONDS, (ERC FOUNDATION,
INC. PROJECT), FOR THE PURPOSE OF PROVIDING
CONSTRUCTION AND 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 DEPOSIT
AGREEMENT; AUTHORIZING THE EXECUTION AND
DELIVERY OF A REGULATORY AGREEMENT AND
DECLARATIONS OF RESTRICTIVE COVENANTS,
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 construction and permanent financing for
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 construction and permanent financing for a
multifamily residential rental project for the elderly located
in the City and issuance of its Revenue Bonds, and authorizing
such actions as are required to implement such stated
intentions; and
WHEREAS, the Issuer is neither experienced in nor equipped
for originating and servicing financings for multifamily
residential rental projects for the elderly; therefore, the
Issuer will issue the Bonds to make a loan to a lender, for the
purpose of this Resolution Worthen Bank & Trust Company, N.A.,
Little Rock, Arkansas (the "Lender "). Simultaneously with the
issuance of the Bonds the Issuer will make a Loan to the Lender
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and the Lender will execute and deliver to the Issuer a Deposit
Agreement (the "Deposit Agreement" as hereinafter defined),
evidencing its obligation to pay the Issuer through its
Certificates of Deposit (hereinafter defined). The proceeds of
the Loan are required to be used by the Lender to make a
Project Loan to provide Project Facilities which shall be a
multifamily residential, rental.,project for the elderly located
in the City, a portion of such Project Facilities to be made
available to families of lower and moderate income.
WHEREAS, pursuant to and in accordance with provisions of
the Act and the Ordinance, the Issuer is now prepared to
proceed with financing the Loan to the Lender to provide funds
for the construction of a multifamily residential rental
project for the elderly to be located in the City and to issue
and sell not to exceed $1,390,000 in principal amount of its
Revenue Bonds (the "Bonds "), such Bonds to be secured by the
Indenture (hereinafter defined), and, except to the extent
payable from Bond proceeds, or the Debt Service Reserve Fund 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 Deposit Agreement; and
WHEREAS, the underwriter (the
Satterfield, Inc. intends to offer
public, and to use an Official Stai
1982 (the "Official Statement ") to
have submitted to the Issuer a form
(hereinafter defined) setting forth
to purchase the Bonds; and
"Underwriter "), Powell &
the Bonds for sale to the
:ement dated December _,
effectuate such sale and
of Bond Purchase Agreement
the Underwriter's proposal
WHEREAS, copies of the proposed Deposit Agreement, the
Regulatory Agreement and Declaration of Restrictive Covenants,
the Indenture and the Bond Purchase Agreement have been
presentedz 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:
_Se_Qtionl. 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
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and the Underwriter, as approved by this Resolution
relating to the purchase of the Bonds.
"Bonds" shall mean the Revenue Bonds of the Issuer,
in an aggregate principal amount not to exceed $1,390,000
authorized to be issued pursuant to this Resolution and
pursuant to Article.II of the:- Indenture.
"Certificate of Deposit" or "Certificates of Deposit"
shall mean the respective Certificates of Deposit, each in
the original principal amount equal to the principal
amount of the Bonds of the related Bond Issue, issued by
Lender in the name of the Trustee and held by the Trustee
for the benefit of the Owners of the Bonds of the related
Bond Issue.
"City" shall mean the geographic territory embraced
within the boundaries of Little Rock, Arkansas, a
political subdivision of the State of Arkansas.
"Deposit Agreement" shall mean the Deposit Agreement
by and among the Issuer, the Owner, the Lender and the
Trustee dated as of December 1, 1982 each referring to its
related Certificate of Deposit and related Bond issue.
"Indenture" shall mean- the Trust Indenture dated as
of December 1, 1982, 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" shall mean the -loan- between the Lender and the
Issuer.
"Lende -r" shall mean Worthen Bank & Trust Company,
N.A., Little Rock, Arkansas, and any surviving, resulting
or transferee institution as permitted by the Deposit
Agreement.
"Official Statement" shall mean the Official State-
ment as further described and defined in the Bond Purchase
Agreement.
"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 of the Act, which created the Board.
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"Owner" shall mean ERC Foundation, Inc. which shall
acquire and construct Project Facilities pursuant to a
Project. Loan from the Lender.
"Program" shall mean
financing for a multifamily
the elderly to be located
portion of which shall be
moderate income families,
Bonds for such purpose.
the construction and permanent
residential rental project for
in Little Rock, Arkansas, a
made available to low and
and the issuance of Revenue
"Project Facilities" shall mean the buildings,
facilities and improvements described in a Regulatory
Agreement.
"Project Loan" shall mean the loan made to an Owner
by the Lender as contemplated by the Deposit 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 $1,390,000 Revenue Bonds.
"Trustee" shall mean Worthen Bank & Trust Company,
N.A., 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 of the dwelling units
of the Project for rental or lease to families or individuals
of low or moderate income (within the meaning of Section
103(b)(12) (C) 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 -to the Lender in accordance with the terms
of the Deposit 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
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Ordinance. 248
,i_eSJJDnQ. To provide for the financing of the cost of
making the Loan, the Issuer does hereby authorize the issuance
of revenue bonds of the Issuer under the Act and the Ordinance,
to be designated "City of Little Rock, Arkansas Elderly Housing
Faciliti.es Board - _Revenue - Bonds,- (ERC.Foundation, Inc. Project)
in an aggregate principal amount of $1,390,000. 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 1008 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,
the Debt Service. - .Reserve Fund 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 Deposit Agreeme-n•t and the respective
Certificate of Deposit issued by the Lender in the name of the
Trustee and held by the Trustee for the benefit of the Owners
of the Bonds of the Bond issue. 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.
5ect.ion 6. One fully registered Bond, in substantially
the form described on Exhibit A to the Indenture representing
the Bonds shall be issued to and registered in the name of the
Bondholders and shall be delivered to the Trustee, as Trustee
for the benefit of the Bondholders. The Bond shall be executed
on behalf of the Issuer by the manual signature of the Chairman
and the manual signature of the Secretary of the Issuer (the
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"Chairman" and the "Secretary ') in the manner provided in the
Indenture. If any of the officers who shall have signed or
sealed the Bond shall cease to be such officer of the Issuer
before the Bond so signed and delivered shall have been
actually authenticated by the Trustee or delivered by the
Issuer, such Bond 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 Bond may be signed and sealed on behalf of the Issuer by
those persons who, at the actual date of the execution of such
Bond, shall be the proper officers of the Issuer, although at
the nominal date of such Bond any person so signing and sealing
shall not have been such officer of the Issuer.
5gctjgn_Z. The Indenture is hereby approved in sub-
stantially 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.
Sect3olt_$. The Deposit Agreement between. the Issuer,
Owner, Lender and Trustee is' hereby approved in substantially.
the form attached hereto as Exhibit B and the Chairman is
hereby authorized to execute, acknowledge and deliver the
Deposit 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 1. The form of Regulatory Agreement is hereby
appr.oved in substantially the form attached hereto as Exhibit C
and the Trustee is hereby directed to see that the Lender
insures the appropriate execution of such Regulatory Agreement
by the Owner on the Project financed by it pursuant to the
terms of the Deposit Agreement, when executed by the
respective Owner and the Trustee, the Chairman is hereby
authorized to execute, acknowledge and deliver the respective
Regulatory Agreement relating to the Project, 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.
�gct34D_1Q. The Bond Purchase Agreement is hereby
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250
approved in substantially the form attached hereto as Exhibit
D, 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.
5ecti4n11, 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.
Sec _t_on 12. The interest rate on the Loan shall be as
specified and provided in the Deposit Agreement.
Section la. 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 Deposit Agreement and
this Resolution.
Seotion 14. 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.
Section_1a. The Lender or the owner (or any related
person, as defined in Section 103(b)(6)(C) of the Internal
Revenue Code of 1954, as amended) shall not, pursuant to an
arrangement, formal or informal, purchase any of the Bonds.
ection 1Sz. This resolution shall become effective imme-
diately upon its adoption and approval by the Chairman.
APPROVED: December 21, 1982.
Chairman
ATTEST:
Secretary
(SEAL)
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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 Resolu-
tion passed by the Issuer at a special meeting thereof held
December 21, 1982 and the same was signed and approved by the
Chairman of the Issuer on the 21st day of December, 1982, 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 21st
day of December, 1982.
Secretary
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9CHEDULE I 252
To the Resolution of the City of Little Rock, Arkansas
Elderly Housing Facilities Board.
Maturity Date
(December 1 of
Principal Amount the Year) 7ntaragt Rate