Minutes - 10/10/2000

OCTOBER 10, 2000 FOURTEENTH MEETING OF THE BOARD OF SUPERVISORS
The Board of Supervisors met on Tuesday, October 10, 2000 at 9:00 A.M. Board members present were Boykin, Clausen, Batcheller, Walish and Welte. Staff members present were Karen James, Board Administrative Coordinator, Patrick F. Gill, Auditor/Clerk to the Board, and John Rusch, Board Legal Counsel.

The Claims were approved as presented. Copy filed.

Meeting called to order.

Motion by Welte second by Batcheller to approve the Board Minutes of October 3, 2000 as submitted. Carried 5-0.

Motion by Clausen second by Welte to approve the minutes of the October 3, 2000 first executive session as submitted. Carried 5-0.

Motion by Batcheller second by Clausen to approve the minutes of the October 3, 2000 second executive session as submitted. Carried 5-0.

The Board approved the reclassification of David L. Conner, Correctional Officer, County Sheriff, @ $12.79/hr., effective 10-16-00. Per DSA Contract agreement, from Class 5 to Class 4. Carried 5-0. Copy filed.

Motion by Walish second by Welte to approve and authorize the Chairman to sign a utility permit submitted by the Woodbury County R.E.C. Carried 5-0. Copy filed.

Motion by Batcheller second by Clausen to approve a quote from Rohlin Construction Company to furnish 20,000 tons of gravel at a cost of $32,000. Carried 5-0. Copy filed.

Motion by Batcheller second by Welte to receive the County Auditors Quarterly Report. Carried 5-0. Copy filed.

Motion by Welte second by Clausen to receive a report from Siouxland District Health on the Rural Family Resource and Referral Center. Carried 5-0.

Motion by Welte second by Clausen to approve and authorize the chairman to sign a resolution approving the abatement of taxes for the Woodbury County Community Action Agency. Carried 5-0.

WOODBURY COUNTY, IOWA

RESOLUTION # 9452
RESOLUTION APPROVING ABATEMENT OF TAXES

WHEREAS, the Woodbury County Community Action Agency is the titleholder of real estate Parcel #547534, located in, the City of Sioux City and legally described as follows:

Parcel #547534

Except East 367.5 ft North 1/4 Southeast Southeast 1-88-48 and Except a Tract 128.47 ft on North x 9 ft One and Except a Tract 128 ft x 11 ft LL SC Comm

WHEREAS, the above﷓stated property has taxes owing for September 30, 2000, and the parcel is owned by a political subdivision of the state; and

WHEREAS, the political subdivision, namely the Woodbury County Community Action Agency, is failing to immediately pay the taxes due; and

WHEREAS, the Board of Supervisors sees that good cause exists for the abatement of these taxes and any future taxes that may be levied against this parcel; and

NOW, THEREFORE, BE IT RESOLVED, that the Woodbury County Board of Supervisors hereby abates the taxes owing on the above parcel according to Code of Iowa, 445.63, and hereby directs the Woodbury County Treasurer to abate these aforementioned taxes from the tax records.

SO RESOLVED this 10th day of October, 2000.

WOODBURY COUNTY BOARD OF SUPERVISORS

Copy filed.

Motion by Welte second by Batcheller to approve Change Order #2 for the north entry doors. Carried 5-0. Copy filed.

Motion by Batcheller second by Clausen to approve a resolution to authorize the issuance of $3,000,000 in aggregate principle amount of the Countys Revenue Bonds (Orpheum Theatre Preservation Project, Ltd. Project) Series 2000. Carried 5-0.

Motion by Batcheller second by Clausen to authorize the Chairman to sign a resolution authorizing the issuance of $3,000,000 in aggregate principle amount of the Countys Revenue Bonds (Orpheum Theatre Preservation Project, Ltd. Project) Series 2000. Carried 5-0.

RESOLUTION NO. 9453

RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF REVENUE BONDS (ORPHEUM THEATRE PRESERVATION PROJECT, LTD. PROJECT) SERIES 2000 IN THE PRINCIPAL AMOUNT OF $3,000,000 AND AUTHORIZING THE EXECUTION OF DOCUMENTS RELATING THERETO

WHEREAS, the County of Woodbury, Iowa (the 'Issuer') is a municipal corporation organized and existing under the Constitution and laws of the State of Iowa, and is authorized and empowered by Chapter 419 of the Code of Iowa (the 'Act'), to issue revenue bonds and loan the proceeds from the sale of said bonds to one or more parties to be used to defray all or a portion of the cost of acquiring, constructing, improving and equipping a 'project', as that term is defined in the Act, including land, buildings and improvements suitable for use as a facility for an organization described in Section 501(c)(3) of the Internal Revenue Code which is exempt from federal income tax under Section 501(a) of the Internal Revenue Code (a 'Tax Exempt Organization') and to retire any existing indebtedness on a facility for a Tax Exempt Organization; and

WHEREAS, the Issuer has been requested by Orpheum Theatre Preservation Project, Ltd., an Iowa nonprofit corporation (the 'Borrower'), to authorize and issue its Revenue Bonds pursuant to the provisions of the Act for the purpose of defraying all or a portion of the cost of (i) remodeling of, and various improvements and renovations to, the existing Orpheum Theatre located in Sioux City, Iowa (the 'Project') and (ii) paying costs of issuance of the Bonds and other related costs; and

WHEREAS, the proceeds from the sale of the Bonds are to be loaned by the Issuer to the Borrower pursuant to the provisions of a Loan Agreement (the 'Agreement') between the Issuer and the Borrower; and

WHEREAS, a notice of hearing on the proposal to issue not to exceed $3,000,000 aggregate principal amount of Revenue Bonds (Orpheum Theatre Preservation Project, Ltd. Project) Series 2000, of the Issuer has been published as required by law; and

WHEREAS, a public hearing has been held at the time and place as specified in said notice of hearing and any and all objections or other comments relating to such Bonds have been heard and it is deemed to be in the best interests of the Issuer that said Bonds be issued as proposed; and

WHEREAS, the Issuer proposes to sell the Bonds to First American Bank, Sioux City, Iowa (the 'Lender').

NOW, THEREFORE, Be It Resolved by the Board of Supervisors of the Issuer as follows:

Section 1. (A) That it is hereby determined that it is necessary and advisable that the Issuer proceed with the issuance of its Revenue Bonds (Orpheum Theatre Preservation Project, Ltd. Project) Series 2000, to be issued initially as a single bond in the principal amount of $3,000,000 (the 'Bonds'), as authorized and permitted by the Act, and loan (the 'Loan') the proceeds of the sale of the Bonds to the Borrower to finance the costs of the Project.

(B) Pursuant to a Loan Agreement (the 'Loan Agreement') to be entered into between the Issuer and the Borrower, the Borrower agrees to repay the Loan in specified amounts and at specified times sufficient to pay in full when due the principal of, premium, if any, and interest on the Bond. In addition, the Loan Agreement contains provisions relating to the completion of the Project, the maintenance and operation of the Project, indemnification, insurance, and other agreements and covenants which are required or permitted by the Act and which the Issuer and the Borrower deem necessary or desirable for the financing of the Project. A draft of the Loan Agreement has been submitted to the Board of Supervisors for its review.

(C) Pursuant to a Pledge Agreement (the 'Pledge Agreement') to be entered into between the Issuer and the Lender, the Issuer, among other things, will grant to the Lender a security interest in all of the Issuer's rights, title and interest in and to the Loan Agreement, including, but not limited to, the right to receive Loan Repayments (as defined in the Loan Agreement). A draft of the Pledge Agreement has been submitted to the Board of Supervisors for its review.

(D) The Bonds will be special limited obligations of the Issuer payable solely from payments derived pursuant to the Loan Agreement. The Bonds shall not be payable from or charged upon any funds other than the revenues pledged to the payment thereof, nor shall the Issuer be subject to any liability thereon. No holder of the Bonds shall ever have the right to compel any exercise of the taxing power of the Issuer to pay the Bonds or the interest thereon, nor to enforce payment thereof against any property of the Issuer. The Bonds shall never constitute a debt of the Issuer within the meaning of any constitutional or statutory limitation and shall never constitute or give rise to a pecuniary liability of the Issuer or a charge against its general credit or taxing power. A draft of the Bonds has been submitted to the Board of Supervisors for its review.

Section 2. In order to provide for the financing of the Project, the Issuer hereby authorizes the issuance of the Bonds in the principal amount of $3,000,000. The Bonds shall be in substantially the form submitted to the Board of Supervisors and shall mature in the years and amounts, be subject to redemption, and provide interest at the rate or rates as therein specified.

Section 3. The Loan Agreement, the Pledge Agreement and the Bonds are hereby made a part of this Resolution as though fully set forth herein and are hereby approved in substantially the forms presented to the Board of Supervisors. The Chairperson and the County Auditor are authorized and directed to execute, acknowledge and deliver said documents on behalf of the Issuer with such changes, insertions and omissions therein as such officers may hereafter deem appropriate, such execution to be conclusive evidence of approval of such documents in accordance with the terms hereof.

Section 4. The Chairperson and the County Auditor are authorized and directed to execute and deliver all other documents which may be required under the terms of the Loan Agreement or Pledge Agreement, or by bond counsel, and to take any other action as may be required or deemed appropriate for the performance of the duties imposed thereby to carry out the purposes thereof.

Section 5. In order to qualify the Bonds as a 'qualified tax exempt obligation' within the meaning of Section 265(b)(3) of the Code, the Issuer hereby makes the following factual statements and representations:

(A) The Issuer hereby designates the Bonds as a 'qualified tax-exempt obligation' for purposes of Section 265(b)(3) of the Code;

(B) The reasonably anticipated amount of tax-exempt obligations (other than obligations described in clause (ii) of Section 265(b)(3)(c) of the Code) which will be issued by the Issuer (and all entities whose obligations will be aggregated with those of the Issuer) during this calendar year 2000 will not exceed $10,000,000; and

(C) Not more than $10,000,000 of obligations issued by the Issuer during this calendar year 2000 have been designated for purposes of Section 265(b)(3) of the Code.

The Issuer shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph.

Section 6. The Chairperson, County Auditor and other officers of the Issuer are authorized to furnish to the Lender, the Borrower and bond counsel certified copies of all proceedings and records of the Issuer relating to the Bonds, and such other affidavits and certificates as may be required to show the facts relating to the legality and marketability of the Bonds as such facts appear from the books and records in the officer's custody and control or as otherwise known to them; and all such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute representations of the Issuer as to the truth of all statements contained therein.

Section 7. All Resolutions and Orders or parts thereof, in conflict herewith are, to the extent of such conflict, hereby repealed and this Resolution shall be in full force and effect immediately upon its adoption.

Adopted and approved October 10, 2000.

WOODBURY COUNTY BOARD OF SUPERVISORS

Copy filed.

The public hearing for the sale and assignment of tax certificates was held at 10:30 a.m. The Chairman called on anyone wishing to be heard on said sale.

Motion by Batcheller second by Walish to close the public hearing for the sale and assignment of tax certificates for the former U.S. Tanning Site.

The sale was held and Mike Lally bid $5,000, Les Peterson bid $10,000, Mr. Lally bid $10,250, Mr. Peterson bid $15,000, Mr. Lally bid $15,250, Mr. Peterson bid 20,000, Mr. Lally bid $20,250 and Mr. Peterson bid $25,000. There were no further bids.

Motion by Batcheller second by Welte to approve the sale and assignment of the tax certificates for parcels #769650 and #769665 to Les Peterson for $25,000. Carried 4-1, Clausen opposed.

Motion by Clausen second by Welte to go into executive session under Iowa Code Section 21.5(1)(c). Carried 5-0 on a roll call vote.

Motion by Batcheller second by Clausen to go out of executive session. Carried 5-0 on a roll call vote.

Motion by Welte second by Clausen to go into executive session under Iowa Code Section 21.5(1)(c). Carried 5-0 on a roll call vote.

Motion by Walish second by Welte to go out of executive session. Carried 5-0 on a roll call vote.

The Board adjourned the regular meeting until October 17th, 2000.