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HomeMy WebLinkAboutMARCH 30, 1993 MINUTESCity of Vir iriia F3cacI-1 "WORLD'S LARGEST RESORT CITY" CITY COUNCIL 1I1}OR NEI ERA C OBERNDORF At Large VIII MA}OR WILLIAM D SLSSOMS JR At Large JOIE` 1 BAUM. Blackwat.-, Borough LINWOOD U BRANCH 111 Virginia Bea,h Borough J MIS 1V BRAZIER JR Lvnnhavrn Borough ROBLRT W CLYBURN Kempntille Borough ROBERT K DEAD Princess Anne Brough LOl'IS R JO1'ES Bade Borough DAL'! J LANTEIGNE Punto Borough !O1 -IN D MOSS At Large ''A\C} I. PARKER At Large J a NES K SPORE C t Manager Lf.SLIC L ULLE} Cat, Attrner RL711 HODGCS SMITH CMC AAE Cit, Clerk CITY COUNCIL AGENDA SPECIAL SESSION MARCH 30, 1993 I. FORMAL SESSION A. CALL TO ORDER - Mayor Meyera E. Obemdorf B. ELECTRONIC ROLL CALL OF CITY COUNCIL II. READING OF MAYOR'S CALL TO SPECIAL SESSION III. 1993-1994 FISCAL YEAR OPERATING BUDGET James K. Spore, City Manager IV. RESOLUTIONS 281 CITY HALL BUILDING MUNICIPAL CENTER VIRGINIA BEACH VIRGINIA 23456-9005 1804) 427-4303 - Council Chamber - 12:00 NOON A. Resolutions providing for the issuance and sale of General Obligation Refunding Bonds, Series of 1993, of the City of Virginia Beach, Virginia, in the maximum amount of $160 -Million, providing for the form, details and payment thereof; and, refunding of certain bonds of the City. B. Resolutions providing for the issuance and sale of $20 -Million General Obligation Public Improvement Bonds, Series of 1993A, of the City of Virginia Beach, Virginia, and providing for the form, details and payment thereof. V. ADJOURNMENT i MINUTES VIRGINIA BEACH CITY COUNCIL Virginia Beach, Virginia March 30, 1993 Mayor Meyera E. Oberndorf called to order the SPECIAL SESSION of the VIRGINIA BEACH CITY COUNCIL for the City Manager's Presentation of the 1993 - 1994 FISCAL YEAR OPERATING BUDGET and Resolutions authorizing issuance and sale of General Obligation Public Improvement Bonds and Refunding Bonds in the Council Chamber, City Hall Building, on Tuesday, March 30, 1993, at 12:00 NOON. Council Members Present: John A. Baum, Linwood O. Branch, III, James W Brazier, Jr., Robert W Clyburn, Robert K Dean, Louis R. Jones, Paul J. Lanteigne, John D. Moss, Mayor Meyera E. Oberndorf Nancy K Parker and Vice Mayor William D. Sessoms, Jr. Council Members Absent: None 1 2 Item II -A. ITEM # 36649 The Mayor read the CALL TO SPECIAL SESSION: ff HONORABLE MEMBERS OF CITY COUNCIL: In accordance with the City Charter, Section 3.06, the City Code, Section 2-21, and by the authority vested in me as Mayor of the City, I hereby call a SPECIAL FORMAL SESSION of the VIRGINIA BEACH CITY COUNCIL in the Council Chamber, City Hall Building, on Tuesday March 30, 1993, at 12:00 NOON for the following purposes: (a) (b) (c) City Manager's presentation of the 1993-1994 FISCAL YEAR OPERATING BUDGET. Resolution authorizing issuance and sale of $20,0000,000 General Obligation Public Improvement Bonds. Resolution authorizing issuance and sale of $160,000,000 Refunding Bonds. Sincerely, s/Meyera E. Oberndorf Mayor" March 30, 1993 1 3 Item III. 1993-1994 FISCAL ITEM # 36650 YEAR OPERATING BUDGET The City Manager advised the FY 1993/1994 OPERATING BUDGET is a Budget for the future. A summary budget for FY 1994/1995 OPERATING BUDGET is also included. The Five Year Forecast has been made a part of the document. The direction of the Budget has been set by the City Council. The feared $12 -MILLION gap between revenues and expenditures has been closed, a firm foundation for future City budgets has been set, appropriate compensation adjustments to all employees has been provided and focus has been paced on priority services. Two new user -based charges have been suggested to improve equity and reduce dependence on the property tax. Property taxes have been proposed to be adjusted to recognize certain savings attained. These actions, if approved, will reduce the adopted Real Estate Tax Rate by 5.2 cents from $1.147 to $1.095. There will then be a future reduction of 1.6 cents in Fiscal Year 1994/1995. The budget continues to provide quality services which the citizens of Virginia Beach have come to expect. During Fiscal year 93/94 a total of 179 full time positions will be eliminated. This brings thee total number of FTE's abolished since mid -FY 90/91 to 459. The City's operation is fundamentally different from that of the military. The City's mission has not changed. The demand for services has increased dramatically. E. Dean Block Director of Management and Budge4 advised the City's missions and goals are extremely important. There are certain themes which are conveyed throughout the document. FORCES SHAPING THE BUDGET Guidance of the Governing Body The City's Mission and Goals Increasing Service Demands Closing the $12 -MILLION "October Gap" Reducing Cost Structure for Future Years Being a Fair Employer, but Demanding High Productivity Greater Focus on User Fees - Less Reliance on Real Estate Tax Culmination of Years of Effort A Sense of Balance Regarding the Needs of Stakeholders. BUDGET SUMMARY CITY Operations Debt SVS/CIP TOTAL 232.3 48.4 239.9 58.4 3.3 20.7 $280.7 $298.3 6.3% SCHOOLS State 143.0 144.0 0 7 City 122.9 128.2 4.3 Other 46.8 48.9 4.6 Total Operations 312.8 321.2 2.7 Debt SVS/CIP 241 31.4 27.1 TOTAL $337.5 $352.6 4.5% UTILITIES Operations 36.9 42.9 16.4 Debt SVS/CIP 16.9 16.9 -- - TOTAL $ 53.8 $ 59.8 11.3% GRAND TOTAL $671.9 $710.8 5.8% March 30, 1993 1 4 Item III. 1993-1994 FISCAL YEAR ITEM # 36650 (Continued) OPERATING BUDGET HIGHLIGHTS Balanced on current revenue, current expense basis; No Real Estate Tax increase Closes the "October Gap" of $12 -MILLION Cuts 179 City FTE's Increases local per pupil contribution; Funds General Assembly pay raise target; does not fully fund School Board request. Proposes new user charge revenues; reduces real restate tax rate by 5.2 cents. City employee compensation and hours changed; Equitable pay raises proposed. New 5 -year forecast. Alternative Budget. The establishment of a new residential refuse fee, effective November, 1993 at $6.85 per month with additional trash cans costing $1.50. This will cover the cost of collection. The City will no longer be in the business of commercial trash collection. The City now serves approximately 600 businesses with commercial trash collection. The fees charged do not recover the costs. The budget proposes an expanded E-911 telephone charge to fund equipment and personnel upgraded to the City's Public Safety Communications capabilities and to utilize new legislative authority to address certain existing E -911 - related costs. The budget proposes to implement new State legislation enabling an additional $2/Case Court User Fee charge. Major actions to reduce costs through service and facility realignments and reductions include: Close the Dome, effective July 1, 1993 Close the Consumer Protection Unit of the Commonwealth's Attorney effective July 1, shift funding to criminal prosecution activities in the same department. Defer construction and staffing of the General Booth Fire Station. Close the Social Services Department locally funded Court Mediation Program for the Juvenile Court and shift funding to address increased costs associated with Juvenile pre- and post -dispositional detention and news services to youth. Elimination, after October 15, 1993, of all City collections of commercial waste. (Alternatively, significant rate increases for commercial waste collection and disposal would be needed). Reductions in COIG, Arts and Humanities, Neptune Festival, Lifesaving Museum and other outside agency support. March 30, 1993 1 Item III. 5 1993-1994 FISCAL YEAR ITEM # 36650 (Continued) OPERATING BUDGET This budget proposes an integrated package of changes in how and why we compensate City employees. There is both "gain and pain" as the City adjusts to incorporate new ideas and bring our practices more in line with the private sector and the realities of the 1990's. The work week will be lengthened to 40 hours for all employees. Simultaneously with this proposal, the normal work hours will be changed from 9:00 A.M. to 5:00 P.M. to 8:30 A.M. to 5:00 P.M. The City will implement a policy to not lay-off persons displaced by change through the establishment of a managed attrition program (MAP). Funding for the MAP and associated employee retaining needs will be partially provided by eliminating the length of Service Cash Awards. To foster further productivity a Gainsharing Program will be implemented for all City employees with the first payments to be made in December 1993. Some 225 persons now eligible for overtime will be declared exempt under FLSA regulations. The definition of the "time worked" for overtime computation purposes will be changed to exclude annual leave taken during a pay period. Provide funding for modest School and City employee pay raises. The methodology for allocating the funds for Schools will be determined by the Board. The total dollar amounts provided for School and City use are based on a per FTE allocation for both City and Schools. For City employees the following is proposed: A limited merit program not to exceed 2.5% for employees who have been with the City at least two years as of July 1, 1993. Across -the -Board increase, effective December 1, 1993, for all employees of 2%. Additional City health insurance contribution of $20/month, effective December 1, 1993. PROPOSED CITY COUNCIL REVIEW SCHEDULED Workshop Public Hearing Workshop Workshop Public Hearing Reconciliation Workshop Adoption of Budget Tuesday, April 13, 1993 10:00 A.M. - City Council Chamber Thursday, April 15, 1993 7:00 P.M. - Green Run High School Tuesday, April 20, 1993 10:00 A.M. - City Council Chamber Tuesday, April 27, 1993 10:00 A.M. - City Council Chamber Tuesday, May 4, 1993 7:00 P.M. - City Council Chamber Thursday, May 6, 1993 10:00 A.M. - City Council Chamber Tuesday, May 11, 1993 2:00 P.M. - City Council Chamber March 30, 1993 1 6 Item IV,AIB RESOLUTIONS ITEM # 36651 A motion was made by Vice Mayor Sessoms, seconded by Councilman Brazier to ADOPT a Resolution providing for the issuance and sale of General Obligation Refunding Bonds, Series of 1993, of the City of Virginia Beach, Virginia, in the maximum amount of $160 -Million, providing for the form, details and payment thereof; anal refunding of certain bonds of the City (OPTION A); AND, Resolution providing for the issuance and sale of $20 -Million General Obligation Public Improvement Bonds, Series of 1993A, of the City of Virginia Beach, Virginia, and providing for the form, details and payment thereof (OPTION A) Upon SUBSTITUTE MOTION by Councilman Moss, seconded by Councilman Dean, City Council ADOPTED: Resolution providing for the issuance and sale of General Obligation Refunding Bonds, Series of 1993, of the City of Virginia Beach, Virginia, in the maximum amount of $160 -Million, providing for the form, details and payment thereof; anal refunding of certain bonds of the City (OPTION A); AND Resolution providing for the issuance and sale of $20 -Million General Obligation Public Improvement Bonds, Series of 1993A, of the City of Virginia Beach, Virginia, and providing for the form, details and payment thereof (OPTION A-1) containing Exhibit A. Voting: 6-5 Council Members Voting Aye: Linwood O. Branch, III, Robert K Dean, Louis R Jones, John D. Moss, Mayor Meyera E. Oberndorf and Nancy K Parker Council Members Voting Nay: John A. Baum, James W Brazier, Jr., Robert W Clyburn, Paul J. Lanteigne and Vice Mayor William D. Sessoms, Jr. Council Members Absent: None March 30, 1993 OPTION A - REFUNDING BONDS At a regular meeting of the City Council of the City of Virginia Beach, Virginia, held on March 30, 1993, at the time and place established by the City Council for such meetings, at which the following members were present and absent: PRESENT: John A. Baum Linwood 0. Branch, III James W. Brazier, Jr. Robert W. Clyburn Robert K. Dean Louis R. Jones ABSENT: None Paul J. Lanteigne John D. Moss Mayor Meyera E. Oberndorf Nancy K. Parker Vice Mayor William D. Sessoms, Jr. the following resolution was adopted by the affirmative roll -call of a majority of the members of the City Council, the ayes and being recorded in the minutes of the meeting as shown below: vote nays MEMBER John A. Baum Linwood 0. Branch, III James W. Brazier, Jr. Robert W. Clyburn Robert K. Dean Louis R. Jones Paul J. Lanteigne John D. Moss Mayor Meyera E. Oberndorf Nancy K. Parker Vice Mayor William D. Sessoms, Jr. VOTE Nay Aye Nay Nay Aye Aye Nay Aye Aye Aye Nay RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF GENERAL OBLIGATION REFUNDING BONDS, SERIES OF 1993, OF THE CITY OF VIRGINIA BEACH, VIRGINIA, IN THE MAXIMUM AMOUNT OF $160,000,000, PROVIDING FOR THE FORM, DETAILS AND PAYMENT THEREOF AND PROVIDING FOR THE REFUNDING OF CERTAIN BONDS OF THE CITY WHEREAS, the City of Virginia Beach, Virginia (the "City") , has the following bond issues outstanding: (a) General Obligation Public Improvement Bonds, Series of 1991C, dated August 1, 1991, in the aggregate outstanding principal amount of $46,600,000; (b) General Obligation Public Improvement Bonds, Series of 1991A, dated July 31, 1991, in the aggregate outstanding principal amount of $35,860,000; (c) General Obligation Public Improvement Bonds, Series of 1990A, dated June 1, 1990, in the aggregate outstanding principal amount of $36,945,000; (d) General Obligation Public Improvement Bonds, Series of 1989A, dated October 1, 1989, in the aggregate outstanding principal amount of $34,170,000; (e) General Obligation Public Improvement Bonds, Series of 1988A, dated April 15, 1988, in the aggregate outstanding principal amount of $33,560,000; (f) General Obligation Public Improvement Bonds, Series of 1987, dated May 15, 1987, in the aggregate outstanding principal amount of $21,015,000; (g) General Obligation Public Improvement Refunding Bonds, Series of 1986, dated September 1, 1986, in the aggregate outstanding principal amount of $26,090,000; (h) General Obligation Public Improvement Bonds, Series of 1986, dated May 1, 1986, in the aggregate outstanding principal amount of $30,590,000; (i) General Obligation Water and Sewer Refunding Bonds, Series of 1986, dated September 1, 1986, in the aggregate outstanding principal amount of $8,235,000; (j) General Obligation Water and Sewer Bonds, Series of 1986, dated May 1, 1986, in the aggregate outstanding principal amount of $4,935,000; (k) General Obligation Public Improvement Refunding Bonds, Series of 1985, dated November 15, 1985, in the aggregate outstanding principal amount of $18,275,000; WHEREAS, it appears that the City can effect considerable savings by issuing its general obligation refunding bonds in the maximum amount of $160,000,000 (the "Bonds") to refund all or a portion of the following maturities of such bond issues (collectively, the "Refunded Bonds"): (a) General Obligation Public Improvement Bonds, Series of 1991C, maturing on August 1, 2008 through 2011, in the aggregate principal amount of $9,850,000 (the "Refunded 1991C Bonds"); (b) General Obligation Public Improvement Bonds, Series of 1991A, maturing on March 1, 2006 through 2011, in the aggregate principal amount of $11,940,000 (the "Refunded 1991A Bonds"); (c) General Obligation Public Improvement Bonds, Series of 1990A, maturing on June 1, 2004 through 2010, in the aggregate principal amount of $14,350,000 (the "Refunded 1990A Bonds"); -2- i (d) General Obligation Public Improvement Bonds, Series of 1989A, maturing on October 1, 2000 through 2009, in the aggregate principal amount of $20,100,000 (the "Refunded 1989A Bonds"); (e) General Obligation Public Improvement Bonds, Series of 1988A, maturing on May 1, 1999 through 2008, in the aggregate principal amount of $20,960,000 (the "Refunded 1988A Bonds"); (f) General Obligation Public Improvement Bonds, Series of 1987, maturing on May 1, 1998 through 2000, in the aggregate principal amount of $7,230,000 (the "Refunded 1987 Bonds"); (g) General Obligation Public Improvement Refunding Bonds, Series of 1986, maturing on July 15, 1998 through 2000, and July 15, 2003 and 2004, in the aggregate principal amount of $14,700,000 (the "Refunded 1986 Refunding Bonds"); (h) General Obligation Public Improvement Bonds, Series of 1986, maturing on May 1, 1997 through 2006, in the aggregate principal amount of $24,390,000 (the "Refunded 1986 Bonds"); (i) General Obligation Water and Sewer Refunding Bonds, Series of 1986, maturing on July 15, 1999 through 2004, in the aggregate principal amount of $4,335,000 (the "Refunded 1986 Water and Sewer Refunding Bonds"); (j) General Obligation Water and Sewer Bonds, Series of 1986, maturing on May 1, 1997 through 2006, in the aggregate principal amount of $3,940,000 (the Refunded 1986 Water and Sewer Bonds"); (k) General Obligation Public Improvement Refunding Bonds, Series of 1985, maturing on December 1, 1996 and 1997, in the aggregate principal amount of $6,930,000 (the "Refunded 1985 Refunding Bonds"); and WHEREAS, on March 17, 1993, the issuance of the Bonds to refund the Refunded Bonds was approved by the State Council on Local Debt as required by Section 15.1-227.46 of the Code of Virginia of 1950, as amended; BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VIRGINIA BEACH, VIRGINIA: 1. Issuance and Sale. There are authorized to be issued and sold general obligation bonds in the maximum amount of $160,000,000 for refunding all or a portion of the Refunded Bonds and to pay costs of issuance of such bonds. The Bonds shall (a) bear interest at a "true" or "Canadian" interest cost not to exceed 6.5%, taking into account original issue discount or premium, if any, (b) shall be sold with an underwriters' discount not to exceed .75% of the principal amount thereof, and (c) shall mature not later than July 15, 2011. -3- 1 I i 2. Bond Details. The bonds shall be designated "General Obligation Refunding Bonds, Series of 1993" (the "Bonds") , shall be dated May 1, 1993, shall be in registered form, in denominations of $5,000 and multiples thereof, and shall be numbered R-1 upward. Each Bond shall bear interest from its date at such rates as ghall be determined at the time of sale, payable semiannually on January 15 and July 15, beginning January 15, 1994. Principal shall be payable to the registered owners upon surrender of Bonds as they become due at the office of the Registrar, as defined below. Interest shall be payable by check or draft mailed to the registered owners at their addresses as they appear on the registration books kept by the Registrar on the first day of the month of each interest payment date. Principal and interest shall be payable in lawful money of the United States of America. Initially, one Bond certificate for each maturity of the Bonds shall be issued and registered to The Depository Trust Company, New York, New York ("DTC"), or its nominee. The City shall enter into a Letter of Representations relating to a book -entry system to be maintained by DTC with respect to the Bonds. "Securities Deposito- ry" shall mean DTC or any other securities depository for the Bonds appointed pursuant to this Section. In the event that (a) the Securities Depository determines not to continue to act as the securities depository for the Bonds by giving notice to the Registrar, as hereinafter defined, and the City discharges its responsibilities hereunder, or (b) the City in its sole discretion determines (i) that beneficial owners of Bonds shall be able to obtain certificated Bonds or (ii) to select a new Securities Depository, then the City Manager shall attempt to locate another qualified securities depository to serve as Securities Depository or authenticate and deliver certificated Bonds to the beneficial owners or to the Securities Depository participants on behalf of beneficial owners substantially in the form provided for in Section 5; provided, however, that such form shall provide for interest on the Bonds to be payable (A) from May 1, 1993, if it is authenticated prior to January 15, 1994, or (B) otherwise from the January 15 or July 15 that is, or immediately precedes the date on which it is authenticated (unless payment of interest thereon is in default, in which case interest on such Bonds shall be payable from the date to which interest has been paid). In delivering certificated Bonds, the Registrar shall be entitled to rely on the records of the Securities Depository as to the beneficial owners or the records of the Securities Depository participants acting on behalf of beneficial owners. Such certifi- cated Bonds will then be registrable, transferable and exchangeable as set forth in Section 7. So long as there is a Securities Depository for the Bonds (1) it or its nominee shall be the registered owner of the Bonds, (2) notwithstanding anything to the contrary in this Resolution, determinations of persons entitled to payment of principal and interest, transfers of ownership and exchanges and receipt of -4- i notices shall be the responsibility of the Securities Depository and shall be effected pursuant to rules and procedures established by such Securities Depository, (3) the Registrar and the City shall not be responsible or liable for maintaining, supervising or reviewing the records maintained by the Securities Depository, its participants or persons acting through such participants, (4) references in this Resolution to registered owners of the Bonds shall mean such Securities Depository or its nominee and shall not mean the beneficial owners of the Bonds, and (5) in the event of any inconsistency between the provisions of this Resolution and the provisions of the above -referenced Letter of Representations such provisions of the Letter of Representations, except to the extent set forth in this paragraph and the next preceding paragraph, shall control. 3. Redemption Provisions. The Bonds are not subject to redemption prior to maturity. 4. Execution and Authentication. The Bonds shall be signed by the manual or facsimile signature of the Mayor, shall be countersigned by the manual or facsimile signature of the Clerk, and the City's seal shall be affixed thereto or a facsimile thereof printed thereon. No Bond signed by facsimile signatures shall be valid until it has been authenticated by the manual signature of an authorized officer or employee of the Registrar and the date of authentication noted thereon. 5. Bond Form. The Bonds shall be in substantially the following form: REGISTERED REGISTERED No. R- $ UNITED STATES OF AMERICA COMMONWEALTH OF VIRGINIA CITY OF VIRGINIA BEACH General Obligation Refunding Bond, Series of 1993 INTEREST RATE MATURITY DATE DATED DATE CUSIP % July 15, May 1, 1993 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS The City of Virginia Beach, Virginia (the "City"), for value received, promises to pay, upon surrender hereof, to the registered -5- 1 owner thereof, or registered assigns or legal representative, the principal sum stated above on the maturity date stated above, and to pay interest hereon from its date semiannually on each January 15 and July 15, beginning January 15, 1994, at the annual rate stated above. Principal and interest are payable in lawful money of the United States of America by the City Treasurer, who has been appointed paying agent and registrar for the bonds, or at such bank or trust company as may be appointed as successor paying agent and registrar by the City (the "Registrar"). Notwithstanding any other provision hereof, this bond is subject to a book -entry system maintained by The Depository Trust Company ("DTC"), and the payment of principal and interest, the providing of notices and other matters shall be made as described in the City's Letter of Representations to DTC. This bond is one of an issue of $ General Obligation Refunding Bonds, Series of 1993, of like date and tenor, except as to number, denomination, rate of interest and maturity, issued pursuant to a resolution adopted by the City Council on March 30, 1993, and the Constitution and statutes of the Commonwealth of Virginia, including the City Charter and the Public Finance Act of 1991, to provide funds to refund portions of various series of general obligation bonds issued by the City between 1985 and 1991. The Bonds are not subject to redemption prior to maturity. The full faith and credit of the City are irrevocably pledged for the payment of principal of and interest on this bond. The Registrar shall treat the registered owner of this bond as the person exclusively entitled to payment of principal of and interest on this bond and the exercise of all other rights and powers of the owner, except that interest payments shall be made to the person shown as the owner on the first day of the month of each interest payment date. All acts, conditions and things required by the Constitution - and statutes of the Commonwealth of Virginia to happen, exist or be performed precedent to and in the issuance of this bond have happened, exist and have been performed, and the issue of the bonds of which this bond is one, together with all other indebtedness of the City, is within every debt and other limit prescribed by the Constitution and statutes of the Commonwealth of Virginia. -6- IN WITNESS WHEREOF, the City of Virginia Beach, Virginia, has caused this bond to be signed by its Mayor, to be countersigned by its Clerk, its seal to be affixed hereto and this bond to be dated May 1, 1993. COUNTERSIGNED: (SEAL) Clerk, City of Virginia Mayor, City of Virginia Beach, Virginia Beach, Virginia ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s) and transfer(s) unto [PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF TRANSFEREE:] (Please print or type name and address, including zip code, of Transferee) the within bond and all rights thereunder, hereby irrevocably constituting and appointing , Attorney, to transfer said bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Signature Guaranteed NOTICE: Signature(s) must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. -7- (Signature of Registered Owner NOTICE: The signature above must correspond with the name of the registered owner as it appears on the front of this bond in every particular, without alteration or enlargement or any change whatsoever. 1 6. Pledge of Full Faith and Credit. The full faith and credit of the City are irrevocably pledged for the payment of the principal of and interest on the Bonds. Unless other funds are lawfully available and appropriated for timely payment of the Bonds, the City Council shall levy and collect an annual ad valorem tax, over and above all other taxes authorized or limited by law and without limitation as to rate or amount, on all locally taxable property in the City sufficient to pay when due the principal of and interest on the Bonds. 7. Registration, Transfer and Owners of Bonds. The City Treasurer is appointed paying agent and registrar of the Bonds (the "Registrar"). If no qualified securities depository is the registered owner of the Bonds, the City may appoint a qualified bank or trust company as successor Registrar. The Registrar shall maintain registration books for the registration and exchange of Bonds. Upon presentation and surrender of any Bond to the Registrar, at its corporate trust office if the Registrar is a bank or trust company, together with an assignment duly executed by the registered owner or his duly authorized attorney or legal representative in such form as shall be satisfactory to the Registrar, the City shall execute, and the Registrar shall authenticate and deliver in exchange, a new Bond or Bonds having an equal aggregate principal amount, in authorized denominations, of the same form and maturity, bearing interest at the same rate and registered in the name as requested by the then registered owner thereof or its duly authorized attorney or legal representative. Any such exchange shall be at the expense of the City, except that the Registrar may charge the person requesting such exchange the amount of any tax or governmental charge required to be paid with respect thereto. The Registrar shall treat the registered owner as the person or entity exclusively entitled to payment of principal and interest and the exercise of all other rights and powers of the owner, except that interest payments shall be made to the person or entity shown as owner on the registration books on the first day of the month of the interest payment date. 8. Sale and Award of Bonds. The City Council approves the following terms of the sale of the Bonds. The Bonds shall be sold to Goldman, Sachs & Company, PaineWebber Incorporated, Lehman Brothers, Davenport & Company of Virginia, Inc., Craigie Incorporated, Wheat, First Securities, Inc. and Scott & Stringfellow, Inc. (the "Underwriters") pursuant to a Bond Purchase Agreement between the City and the Underwriters (the "Bond Purchase Agreement"). The Bond Purchase Agreement shall be in substantially the form of the Bond Purchase Agreement that the City executed in connection with its $37,590,000 General Obligation Bonds, Series of 1992. The Bonds shall be sold at such prices determined to be in the best interest of the City by the City Manager subject to the limitations set forth in paragraph 1. The City Council further authorizes the City Manager to (a) reduce the -8- 1 aggregate principal amount of the Bonds, (b) determine the maturity schedule of the Bonds, and (c) determine which of the Refunded Bonds will be refunded. The City Manager is authorized to execute a Bond Purchase Agreement with the Underwriters, the execution thereof to constitute evidence of his approval of such Agreement, and deliver it to the Underwriters. Following the execution of the Bond Purchase Agreement, the City Manager shall file a copy of it with the Clerk. The actions of the City Manager in selling the Bonds shall be conclusive, and no further action shall be necessary on the part of the City Council. 9. Final Official Statement. After the Bond Purchase Agreement has been executed, the City Manager, in collaboration with the City's financial advisors, shall make such completions, omissions, insertions and changes in the City's Preliminary Official Statement not inconsistent with this Resolution as are necessary or desirable to complete it as a final Official State- ment, execution thereof by the City Manager to constitute conclu- sive evidence of his approval of any such completions, omissions, insertions and changes. The City shall arrange for the delivery to the Underwriters of a reasonable number of copies of the final Official Statement, within seven business days after the Bond Purchase Agreement has been executed, for delivery to each potential investor requesting a copy of the Official Statement and to each person to whom the Underwriters initially sell Bonds. Such delivery to the Underwriters shall constitute conclusive evidence that the Official Statement has been deemed final by the City as of its date within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. 10. Escrow Deposit Agreement. The City Manager is authorized and directed to execute an Escrow Deposit Agreement between the City and Bankers Trust Company, New York, New York (the "Escrow Agent"), which is hereby appointed as Escrow Agent (the "Escrow Deposit Agreement"), providing for the deposit and investment of a portion of the Bond proceeds for the defeasance of the Refunded Bonds. The Escrow Deposit Agreement shall be in the form approved by the City Manager in collaboration with the City Attorney and the City's bond counsel, the execution thereof by the City Manager to constitute conclusive evidence of the City Manager's approval of such Agreement. The Escrow Deposit Agreement shall provide for the irrevocable deposit of a portion of the Bond proceeds in an escrow fund which shall be sufficient, when invested in noncallable direct obligations or obligations guaranteed by the United States Government, to provide for payment of principal of and premium, if any, interest on the Refunded Bonds; provided, however, that such Bond proceeds shall be invested in such manner that none of the Bonds will be "arbitrage bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended, and regulations issued pursuant thereto (the "Code"). 11. Deposit of Bond Proceeds. The City Treasurer is hereby authorized and directed to provide for the delivery of the -9- Refunding Portion to the Escrow Agent for deposit in the escrow fund established by the Escrow Agreement, and to provide for the deposit of the remaining proceeds of the Bonds in a special account to be used to finance the costs of refunding the Refunded Bonds and issuing the Bonds. The City Treasurer is further authorized and directed to take all such further action as may be necessary or desirable in connection with the payment and redemption of the Refunded Bonds. 12. Redemption of Refunded Bonds. The City Manager is authorized and directed to determine which Refunded 1991C Bonds, the Refunded 1991A Bonds, the Refunded 1990A Bonds, the Refunded 1989A Bonds, the Refunded 1988A Bonds, the Refunded 1987 Bonds, the Refunded 1986 Refunding Bonds, the Refunded 1986 Bonds, the Refunded 1986 Water and Sewer Refunding Bonds, the Refunded 1986 Water and Sewer Bonds and the Refunded 1985 Refunding Bonds shall constitute the Refunded Bonds. The Refunded Bonds are specifically and irrevocably called for redemption on the first applicable date when such Refunded Bonds are callable prior to maturity. The Escrow Agreement shall provide for giving notice of redemption in accordance with the resolutions authorizing such bonds to the registered owners of the Refunded Bonds. 13. Preparation and Delivery of Bonds. After the Bond Purchase Agreement has been executed, the officers of the City are authorized and directed to take all proper steps to have the Bonds prepared and executed in accordance with their terms and to deliver the Bonds to the Underwriter upon payment therefor. 14. Arbitrage Covenants. (a) Except for the City's $20,000,000 General Obligation Public Improvement Bonds, Series of 1993A, the City represents that there have not been issued, and covenants that there will not be issued, any obligations that would be treated as part of the same issue of obligations as the Bonds within the meaning of Treasury Regulations Section 1.103-13 (b) (10) . (b) The City shall not take or omit to take any action the taking or omission of which will cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and regulations issued pursuant thereto, or otherwise cause interest on the Bonds to be includable in the gross income of the registered owners thereof under existing statutes. Without limiting the generality of the foregoing, the City shall comply with any provision of law which may require the City at any time to rebate to the United States any part of the earnings derived from the investment of the gross proceeds of the Bonds, unless the City receives an opinion of nationally recognized bond counsel that such compliance is not required to prevent interest on the Bonds from being includable in the gross income of the registered owners thereof under existing statutes. 15. Non -Arbitrage Certificate and Elections. Such officers of the City as may be requested are hereby authorized and directed -10- 1 to execute an appropriate certificate setting forth the expected use and investment of the proceeds of the Bonds in order to show that such expected use and investment will not violate the provisions of Section 148 of the Code and regulations issued pursuant thereto. Such certificate shall be in such form as may be requested by bond counsel for the City. 16. Limitation on Private Use. The City covenants that it shall not permit the proceeds of the Bonds to be used in any manner that would result in (a) 5% or more of such proceeds being used in a trade or business carried on by any person other than a govern- mental unit, as provided in Section 141(b) of the Code, (b) 5% or more of such proceeds being used with respect to any output facility (other than a facility for the furnishing of water), within the meaning of Section 141(b)(4) of the Code, or (c) 5% or more of such proceeds being used directly or indirectly to make or finance loans to any persons other than a governmental unit, as provided in Section 141(c) of the Code; provided, however, that if the City receives an opinion of nationally recognized bond counsel that any such covenants need not be complied with to prevent the interest on the Bonds from being includable in the gross income for federal income tax purposes of the registered owners thereof under existing law, the City need not comply with such covenants. 17. Applicable Law. The City elects that the Bonds shall be issued pursuant to the Public Finance Act of 1991, Section 15.1- 227.1 et seq. of the Code of Virginia of 1950, as amended. 18. Other Actions. All other actions of officers of the City and the City Council in conformity with the purposes and intent of this Resolution and in furtherance of the issuance and sale of the Bonds and the payment and redemption of the Refunded Bonds are hereby ratified, approved and confirmed. The officers of the City are authorized and directed to execute and deliver all certificates and instruments and to take all action necessary or desirable in connection with the issuance, sale and delivery of the Bonds. 19. Repeal of Conflicting Resolutions. All resolutions or parts of resolutions in conflict herewith are hereby repealed. 20. Effective Date. immediately. This Resolution shall take effect The undersigned Clerk of the City of Virginia Beach, Virginia, hereby certifies that the foregoing constitutes a true and correct extract from the minutes of a regular meeting of the City Council of the City of Virginia Beach, Virginia, held on the 30th day of March, 1993, and of the whole thereof so far as applicable to the matters referred to in such extract. -11- 1 • WITNESS my signature and the seal of the City of Virginia Beach, Virginia, this day of , 1993. (SEAL) Clerk, City of Virginia Beach, Virginia AP 2 VED AS TO CO U SluNAUJ, .: APPROVED AS TO LEGA!. SUFFICIENCY AND FORM ; 144.90 6- . le-xamtit, CITY ATTORNEY i OPTION A-1 $20,000,000 General Obligation Public Improvement Bonds Requested by Councilman Moss At a regular meeting of the City Council of the Virginia Beach, Virginia, held on March 30, 1993, at the place established by the City Council for such meetings, the following members were present and absent: PRESENT: ABSENT: John A. Baum Linwood 0. Branch, III James W. Brazier, Jr. Robert W. Clyburn Robert K. Dean Louis R. Jones None City of time and at which Paul J. Lanteigne John D. Moss Mayor Meyera E. Oberndorf Nancy K. Parker Vice Mayor William D. Sessoms, Jr. the following resolution was adopted by the affirmative roll -call of a majority of the members of the City Council, the ayes and being recorded in the minutes of the meeting as shown below: vote nays MEMBER John A. Baum Linwood 0. Branch, III James W. Brazier, Jr. Robert W. Clyburn Robert K. Dean Louis R. Jones Paul J. Lanteigne John D. Moss Mayor Meyera E. Oberndorf Nancy K. Parker Vice Mayor William D. Sessoms, Jr. VOTE Nay Aye Nay Nay Aye Aye Nay Aye Aye Aye Nay RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF $20,000,000 GENERAL OBLIGATION PUBLIC IMPROVEMENT BONDS, SERIES OF 1993A, OF THE CITY OF VIRGINIA BEACH, VIRGINIA, AND PROVIDING FOR THE FORM, DETAILS AND PAYMENT THEREOF WHEREAS, the issuance of $68,375,000 of bonds of the City of Virginia Beach, Virginia (the "City"), was authorized by an ordinance adopted by the City Council on August 21, 1989, and approved by the qualified voters of the City at an election held on November 7, 1989, to finance continuing development of the City's school system, $67,080,000 of which bonds have been issued and sold; WHEREAS, the issuance of $36,100,000 of bonds of the City was authorized by an ordinance adopted by the City Council on November 12, 1991, without being submitted to the qualified voters of the City, for the purposes and in the amounts shown below, none of which bonds have been issued and sold: School projects, including planning, design, construction, renovation, site acquisition, expansion, equipping, and furnishing of schools and related facilities Engineering and highway projects, including site acquisition and improvements, design, planning, construction, improvement, replacement, expansion, and extension of streets, highways, bikeways, and bridges Drainage projects and outfall improvements including channel improvements and pumping stations Building projects, including design, planning construction, improvements, renovation, expansion, equipping, and furnishing of a Beach Borough Service Center, other municipal offices, fire and rescue stations, courts, storage, and other facilities Parks and recreation projects, including new athletic fields and park facilities, upgrading existing athletic fields, renovating tennis courts, park improvements, storage, and other facilities $ 9,060,000 20,894,026 2,766,294 1,596,810 1,782,870 TOTAL ,$36,100,000; WHEREAS, the issuance of $41,300,000 of bonds of the City was authorized by an ordinance adopted by the City Council on November 24, 1992, without being submitted to the qualified voters of the City, for the purposes and in the amounts shown below, none of which bonds have been issued and sold: School projects, including planning, design, construction, renovation, expansion, equipping, and furnishing of schools and related facilities Building projects, including design, planning, construction, improvements, renovation, expansion, equipping, and furnishing of courts, libraries, storage, and other facilities $40,545,232 754,768 TOTAL $41,300,000; -2- 1 WHEREAS, the City Council has determined it is in the City's best interest to issue and sell the remaining $1,295,000 of the school bonds authorized in 1989, the $9,060,000 of bonds authorized in 1991 for schools, and $9,645,000 of the bonds authorized in 1992 for schools; and WHEREAS, it has been recommended to the City Council by representatives of Government Finance Associates, Inc. and Government Finance Group, Inc. (the "Financial Advisors") that the City issue and sell, as a single issue of public improvement bonds, such $20,000,000 of bonds; BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VIRGINIA BEACH, VIRGINIA: 1. Issuance and Sale. There are authorized to be issued and sold as a single issue of $20,000,000 public improvement bonds, consisting of the $1,295,000 remaining amount for schools authorized in 1989, the $9,060,000 amount authorized for schools in 1991, and $9,645,000 of the amount authorized for schools in 1992 as particularly set out in Exhibit A, which is incorporated in this Resolution. The Bonds (a) shall bear interest at a "true" or "Canadian" interest cost not to exceed 6.5%, taking into account original issue discount or premium, if any, (b) shall be sold with an underwriters' discount not to exceed .75% of the principal amount thereof, and (c) shall mature not later than July 15, 2013. 2. Bond Details. The bonds shall be designated "General Obligation Public Improvement Bonds, Series of 1993A" (the "Bonds"), shall be dated May 1, 1993, shall be in registered form, in denominations of $5,000 and multiples thereof, and shall be numbered R-1 upward. Each Bond shall bear interest at such rates as shall be determined at the time of sale, payable semiannually on January 15 and July 15, beginning January 15, 1994. Principal and premium, if any, shall be payable to the registered owners upon surrender of Bonds as they become due at the office of the Registrar, as defined below. Interest shall be payable by check or draft mailed to the registered owners at their addresses as they appear on the registration books kept by the Registrar on the first day of the month of each interest payment date. Principal, premium, if any, and interest shall be payable in lawful money of the United States of America. Initially, one Bond certificate for each maturity of the Bonds shall be issued and registered to The Depository Trust Company, New York, New York ("DTC"), or its nominee. The City shall enter into a Letter of Representations relating to a book -entry system to be maintained by DTC with respect to the Bonds. "Securities Deposito- ry" shall mean DTC or any other securities depository for the Bonds appointed pursuant to this Section. In the event that (a) the Securities Depository determines not to continue to act as the securities depository for the Bonds by -3- giving notice to the Registrar, as hereinafter defined, and the City discharges its responsibilities hereunder, or (b) the City in its sole discretion determines (i) that beneficial owners of Bonds shall be able to obtain certificated Bonds or (ii) to select a new Securities Depository, then the City Manager shall attempt to locate another qualified securities depository to serve as Securities Depository or authenticate and deliver certificated Bonds to the beneficial owners or to the Securities Depository participants on behalf of beneficial owners substantially in the form provided for in Section 5; provided, however, that such form shall provide for interest on the Bonds to be payable (A) from May 1, 1993, if it is authenticated prior to July 15, 1994, or (B) otherwise from the January 15 or July 15 that is, or immediately precedes the date on which it is authenticated (unless payment of interest thereon is in default, in which case interest on such Bonds shall be payable from the date to which interest has been paid). In delivering certificated Bonds, the Registrar shall be entitled to rely on the records of the Securities Depository as to the beneficial owners or the records of the Securities Depository participants acting on behalf of beneficial owners. Such certifi- cated Bonds will then be registrable, transferable and exchangeable as set forth in Section 7. So long as there is a Securities Depository for the Bonds (1) it or its nominee shall be the registered owner of the Bonds, (2) notwithstanding anything to the contrary in this Resolution, determinations of persons entitled to payment of principal, premium, if any, and interest, transfers of ownership and exchanges and receipt of notices shall be the responsibility of the Securi- ties Depository and shall be effected pursuant to rules and procedures established by such Securities Depository, (3) the Registrar and the City shall not be responsible or liable for maintaining, supervising or reviewing the records maintained by the Securities Depository, its participants or persons acting through such participants, (4) references in this Resolution to registered owners of the Bonds shall mean such Securities Depository or its nominee and shall not mean the beneficial owners of the Bonds, and (5) in the event of any inconsistency between the provisions of this Resolution and the provisions of the above -referenced Letter of Representations such provisions of the Letter of Representa- tions, except to the extent set forth in this paragraph and the next preceding paragraph, shall control. -4- I 1 3. Redemption Provisions. Bonds maturing on or before July 15, 2003, are not subject to redemption prior to maturity. Bonds maturing on or after July 15, 2004, are subject to redemption prior to maturity at the option of the City on or after July 15, 2003, in whole at any time or in part on any interest payment date, upon payment of the following redemption prices (expressed as a percentage of principal amount of bonds to be redeemed) plus interest accrued and unpaid to the redemption date: Period During Which Redeemed Redemption Both Dates Inclusive Price July 15, 2003 to July 14, 2004 102 % July 15, 2004 to July 14, 2005 101 July 15, 2005 and thereafter 100 If less than all of the Bonds are called for redemption, the Bonds to be redeemed shall be selected by the chief financial officer of the City in such manner as he may determine to be in the best interest of the City. If less than all the Bonds of a particular maturity are called for redemption, the Bonds to be redeemed shall be selected by DTC or any successor securities depository pursuant to its rules and procedures or, if the book entry system is discontinued, shall be selected by the Registrar by lot in such manner as the Registrar in its discretion may deter- mine. In either case, (a) the portion of any Bond to be redeemed shall be in the principal amount of $5,000 or some integral multiple thereof and (b) in selecting Bonds for redemption, each Bond shall be considered as representing that number of Bonds that is obtained by dividing the principal amount of such Bond by $5,000. The City shall cause notice of the call for redemption identifying the Bonds or portions thereof to be redeemed to be sent by registered or certified mail, not less than 30 nor more than 60 days prior to the redemption date, to DTC or its nominee as the registered owner of the Bonds. The City shall not be responsible for mailing notice of redemption to anyone other than DTC or another qualified securities depository or its nominee unless no qualified securities depository is the registered owner of the Bonds. If no qualified securities depository is the registered owner of the Bonds, notice of redemption shall be mailed to the registered owners of the Bonds. If a portion of a Bond is called for redemption, a new Bond in principal amount equal to the un- redeemed portion thereof shall be issued to the registered owner upon the surrender hereof. 4. Execution and Authentication. The Bonds shall be signed by the manual or facsimile signature of the Mayor, shall be countersigned by the manual or facsimile signature of the Clerk, and the City's seal shall be affixed thereto or a facsimile thereof printed thereon. No Bond signed by facsimile signatures shall be valid until it has been authenticated by the manual signature of an authorized officer or employee of the Registrar and the date of authentication noted thereon. -5- 1 5. Bond Form. The Bonds shall be in substantially the following form: REGISTERED REGISTERED No. R- $ UNITED STATES OF AMERICA COMMONWEALTH OF VIRGINIA CITY OF VIRGINIA BEACH General Obligation Public Improvement Bond, Series of 1993A INTEREST RATE MATURITY DATE DATED DATE CUSIP July 15, May 1, 1993 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS The City of Virginia Beach, Virginia (the "City"), for value received, promises to pay, upon surrender hereof, to the registered owner thereof, or registered assigns or legal representative, the principal sum stated above on the maturity date stated above, and to pay interest hereon semiannually on each January 15 and July 15, beginning January 15, 1993, at the annual rate stated above. Principal, premium, if any, and interest are payable in lawful money of the United States of America by the City Treasurer, who has been appointed paying agent and registrar for the bonds, or at such bank or trust company as may be appointed as successor paying agent and registrar by the City (the "Registrar"). Notwithstanding any other provision hereof, this bond is subject to a book -entry system maintained by The Depository Trust Company ("DTC"), and the payment of principal and interest, the providing of notices and other matters shall be made as described in the City's Letter of Representations to DTC. This bond is one of an issue of $ General Obligation Public Improvement Bonds, Series of 1993A, of like date and tenor, except as to number, denomination, rate of interest and maturity, issued pursuant to a resolution adopted by the City Council on March 30, 1993, and the Constitution and statutes of the Commonwealth of Virginia, including the City Charter and the Public Finance Act of 1991, to finance improvements to the City's school system. Bonds maturing on or before July 15, 2003, are not subject to redemption prior to maturity. Bonds maturing on or after July 15, -6- 1 2004, are subject to redemption prior to maturity at the option of the City on or after July 15, 2003, in whole at any time or in part on any interest payment date, upon payment of the following redemption prices (expressed as a percentage of principal amount of bonds to be redeemed) plus interest accrued and unpaid to the redemption date: Period During Which Redeemed Redemption Both Dates Inclusive Price July 15, 2003 to July 14, 2004 102 % July 15, 2004 to July 14, 2005 101 July 15, 2005 and thereafter 100 If less than all of the bonds are called for redemption, the bonds to be redeemed shall be selected by the chief financial officer of the City in such manner as he may determine to be in the best interest of the City. If less than all the bonds of a particular maturity are called for redemption, the bonds within such maturity to be redeemed shall be selected by DTC or any successor securities depository pursuant to its rules and proce- dures or, if the book entry system is discontinued, shall be selected by the Registrar by lot in such manner as the Registrar in its discretion may determine. In either case, (a) the portion of any bond to be redeemed shall be in the principal amount of $5,000 or some integral multiple thereof and (b) in selecting bonds for redemption, each bond shall be considered as representing that number of bonds that is obtained by dividing the principal amount of such bond by $5,000. The City shall cause notice of the call for redemption identifying the bonds or portions thereof to be redeemed to be sent by registered or certified mail, not less than 30 nor more than 60 days prior to the redemption date, to DTC or its nominee as the registered owner thereof. The full faith and credit of the City are irrevocably pledged for the payment of principal of and premium, if any, and interest on this bond. The Registrar shall treat the registered owner of this bond as the person exclusively entitled to payment of principal of and interest on this bond and the exercise of all other rights and powers of the owner, except that interest payments shall be made to the person shown as the owner on the first day of the month of each interest payment date. All acts, conditions and things required by the Constitution and statutes of the Commonwealth of Virginia to happen, exist or be performed precedent to and in the issuance of this bond have happened, exist and have been performed, and the issue of the bonds of which this bond is one, together with all other indebtedness of the City, is within every debt and other limit prescribed by the Constitution and statutes of the Commonwealth of Virginia. -7- IN WITNESS WHEREOF, the City of Virginia Beach, Virginia, has caused this bond to be signed by its Mayor, to be countersigned by its Clerk, its seal to be affixed hereto and this bond to be dated May 1, 1993. COUNTERSIGNED: (SEAL) Clerk, City of Virginia Mayor, City of Virginia Beach, Virginia Beach, Virginia ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s) and transfer (s) unto [PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF TRANSFEREE:] (Please print or type name and address, including zip code, of Transferee) the within bond and all rights thereunder, hereby irrevocably constituting and appointing , Attorney, to transfer said bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Signature Guaranteed NOTICE: Signature(s) must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. 1 -8- (Signature of Registered Owner NOTICE: The signature above must correspond with the name of the registered owner as it appears on the front of this bond in every particular, without alteration or enlargement or any change whatsoever. 1 6. Pledge of Full Faith and Credit. The full faith and credit of the City are irrevocably pledged for the payment of the principal of and premium, if any, and interest on the Bonds. Unless other funds are lawfully available and appropriated for timely payment of the Bonds, the City Council shall levy and collect an annual ad valorem tax, over and above all other taxes authorized or limited by law and without limitation as to rate or amount, on all locally taxable property in the City sufficient to pay when due the principal of and premium, if any, and interest on the Bonds. 7. Registration, Transfer and Owners of Bonds. The City Treasurer is appointed paying agent and registrar of the Bonds (the "Registrar"). If no qualified securities depository is the registered owner of the Bonds, the City may appoint a qualified bank or trust company as successor Registrar. The Registrar shall maintain registration books for the registration and exchange of Bonds. Upon presentation and surrender of any Bond to the Registrar, at its corporate trust office if the Registrar is a bank or trust company, together with an assignment duly executed by the registered owner or his duly authorized attorney or legal representative in such form as shall be satisfactory to the Registrar, the City shall execute, and the Registrar shall authenticate and deliver in exchange, a new Bond or Bonds having an equal aggregate principal amount, in authorized denominations, of the same form and maturity, bearing interest at the same rate and registered in the name as requested by the then registered owner thereof or its duly authorized attorney or legal representative. Any such exchange shall be at the expense of the City, except that the Registrar may charge the person requesting such exchange the amount of any tax or governmental charge required to be paid with respect thereto. The Registrar shall treat the registered owner as the person or entity exclusively entitled to payment of principal and interest and the exercise of all other rights and powers of the owner, except that interest payments shall be made to the person or entity shown as owner on the registration books on the first day of the month of the interest payment date. 8. Sale and Award of Bonds. The City Council approves the following terms of the sale of the Bonds. The Bonds shall be sold by negotiation with Goldman, Sachs & Company, PaineWebber Incorporated, Lehman Brothers, Davenport & Company of Virginia, Inc., Craigie Incorporated, Wheat, First Securities, Inc. and Scott & Stringfellow, Inc. (the "Underwriters") pursuant to a Bond Purchase Agreement between the City Council and the Underwriters (the "Bond Purchase Agreement"). The Bond Purchase Agreement shall be in substantially the form of the Bond Purchase Agreement that the City executed in connection with its $37,590,000 General Obligation Bonds, Series of 1992. The Bonds shall be sold at such prices determined to be in the best interest of the City by the City Manager subject to the limitations set forth in paragraph 1. -9- The City Council further authorizes the City Manager to determine the maturity schedule of the Bonds. The City Manager is authorized to execute a Bond Purchase Agreement with the Underwriters, the execution thereof to constitute evidence of his approval of such Agreement, and deliver it to the Underwriters. Following the execution of the Bona Purchase Agreement, the City Manager shall file a copy of it with the City Clerk. The actions of the City Manager in selling the Bonds shall be conclusive, and no further action shall be necessary on the part of the City Council. 9. Final Official Statement. After the Bond Purchase Agreement has been executed, the City Manager, in collaboration with the financial advisors, shall make such completions, omissions, insertions and changes in the City's Preliminary Official Statement not inconsistent with this Resolution as are necessary or desirable to complete it as a final Official State- ment, execution thereof by the City Manager to constitute conclu- sive evidence of his approval of any such completions, omissions, insertions and changes. The City shall arrange for the delivery to the Underwriters of a reasonable number of copies of the final Official Statement, within seven business days after the Bond Purchase Agreement has been executed, for delivery to each potential investor requesting a copy of the Official Statement and to each person to whom the Underwriters initially sell Bonds. Such delivery to the Underwriters shall constitute conclusive evidence that the Official Statement has been deemed final by the City as of its date within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. 10. SNAP Investment Authorization. The City has received and reviewed the Information Statement dated October 1, 1992 (the "Information Statement"), describing the State Non -Arbitrage Program of the Commonwealth of Virginia ("SNAP") and the Contract Creating the State Non -Arbitrage Program Pool I (the "Contract"), and the City has determined to authorize the City Treasurer to utilize SNAP in connection with the investment of the proceeds of the Bonds. The City acknowledges that the Treasury Board of the Commonwealth of Virginia is not, and shall not be, in any way liable to the City in connection with SNAP, except as otherwise provided in the Contract. 11. Preparation and Delivery of Bonds. After the Bonds have been sold, the officers of the City are authorized and directed to take all proper steps to have the Bonds prepared and executed in accordance with their terms and to deliver the Bonds to the Underwriter upon payment therefor. 12. Arbitrage Covenants. The City shall not take or omit to take any action the taking or omission of which will cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and regulations issued pursuant thereto, or otherwise cause interest on the Bonds to be includable in the gross income of the registered owners thereof under existing statutes. Without -10- 1 limiting the generality of the foregoing, the City shall comply with any provision of law which may require the City at any time to rebate to the United States any part of the earnings derived from the investment of the gross proceeds of the Bonds, unless the City receives an opinion of nationally recognized bond counsel that such compliance is not required to prevent interest on the Bonds from being includable in the gross income of the registered owners thereof under existing statutes. 13. Non -Arbitrage Certificate and Elections. Such officers of the City as may be requested are hereby authorized and directed to execute an appropriate certificate setting forth the expected use and investment of the proceeds of the Bonds in order to show that such expected use and investment will not violate the provisions of Section 148 of the Code and regulations issued pursuant thereto. Such certificate shall be in such form as may be requested by bond counsel for the City. 14. Limitation on Private Use. The City covenants that it shall not permit the proceeds of the Bonds to be used in any manner that would result in (a) 5% or more of such proceeds being used in a trade or business carried on by any person other than a govern- mental unit, as provided in Section 141(b) of the Code, (b) 5% or more of such proceeds being used with respect to any output facility (other than a facility for the furnishing of water), within the meaning of Section 141(b) (4) of the Code, or (c) 5% or more of such proceeds being used directly or indirectly to make or finance loans to any persons other than a governmental unit, as provided in Section 141(c) of the Code; provided, however, that if the City receives an opinion of nationally recognized bond counsel that any such covenants need not be complied with to prevent the interest on the Bonds from being includable in the gross income for federal income tax purposes of the registered owners thereof under existing law, the City need not comply with such covenants. 15. Applicable Law. The City elects that the Bonds shall be issued pursuant to the Public Finance Act of 1991, Section 15.1- 227.1 et seq. of the Code of Virginia of 1950, as amended. 16. Other Actions. All other actions of officers of the City and the City Council in conformity with the purposes and intent of this Resolution and in furtherance of the issuance and sale of the Bonds and the payment and redemption of the Refunded Bonds are hereby ratified, approved and confirmed. The officers of the city are authorized and directed to execute and deliver all certificates and instruments and to take all action necessary or desirable in connection with the issuance, sale and delivery of the Bonds. 17. parts of Repeal of Conflicting Resolutions. All resolutions or resolutions in conflict herewith are hereby repealed. 18. Effective Date. immediately. 1 This Resolution shall take effect -11- 1 The undersigned Clerk of the City of Virginia Beach, Virginia, hereby certifies that the foregoing constitutes a true and correct extract from the minutes of a regular meeting of the City Council of the City of Virginia Beach, Virginia, held on the 30th day of March, 1993, and of the whole thereof so far as applicable to the matters referred to in such extract. WITNESS my signature and the seal of the City of Virginia Beach, Virginia, this day of , 1993. (SEAL) Clerk, City of Virginia Beach, Virginia -12- EXHIBIT A 1989 School Bond Referendum: Tallwood High School Landstown Elementary and Middle Schools 1991 Charter: $ 795,000 500,000 $ 1,295,000 Larkspur Middle School $ 3,000,000 Landstown Elementary and Middle Schools 414,196 Corporate Landing Elementary School 3,767,747 Tallwood High School 378,037 Ocean Lakes High School 1,000,000 First Colonial High School Improvements 500,000 $ 9,060,000 1992 Charter: Larkspur Middle School Ocean Lakes High School First Colonial High School Improvements Corporate Landing Elementary School $ 2,735,000 2,735,000 3,765,000 410,000 $ 9,645,000 TOTAL $20,000,000 Any proceeds not needed for any project may be used for another school project upon approval by Council by resolution. 1 i Item IV.C, NEW BUSINESS ADD-ON 7 ITEM # 36652 Councilman Lanteigne referenced his correspondence of March 30, 1993, to the Honorable Lawrence Douglas Wilder, Governor - Commonwealth of Virginia, and distributed copies to Members of City Council. Said letter is hereby made a part of the record. Councilman Lanteigne advised the General Assembly has adopted amendments to the Virginia State Code relating to "Driving Under the Influence". Councilman Lanteigne understood the focus of the amendments to allow for administrative license suspension in an attempt to tighten the laws and provide for a safer Commonwealth. However, there is one amendment that, if adopted, will have a detrimental effect on highway safety throughout Virginia. This amendment, found in Section 18.2-268.9, states: "In no case may the officer making the arrest, or anyone with him at the time of the arrest, or anyone participating in the arrest of the accused, conduct or perform the breath test or analyze the results thereof " For the last fifteen years, police officers have conducted their own breath tests. This amendment is a major step backwards and will cause law enforcement to unnecessarily waste the most precious resource - manpower. Councilman Lanteigne is forwarding copies of this letter to members of the General Assembly and Virginia Chiefs of Police in the hopes that prior to the April Seventh, the Governor will strike this particular amendment. March 30, 1993 8 Item V ADJOURNMENT ITEM # 36653 Mayor Oberndorf DECLARED the City Council Meeting ADJOURNED the Meeting at 1:40 P.M. Beverly O. Hooks, CMC Chief Deputy City Clerk Ruth Hodges Smith, CMC/AAE Meyera E. Oberndorf City Clerk Mayor City of Virginia Beach Virginia March 30, 1993