ORDER N0. 16429
MOTION TO REJECT THE RESOLUTION AUTHORIZING THE ISSUANCE,
SALE AND DELIVERY OF $3,600,000 MULTIFAMILY HOUSING REVENUE
BONDS (BORDEAUX XIII APARTMENTS) SERIES 1985; APPROVING
THE FORM AND SUBSTANCE OF AND AUTHORIZING THE EXECUTION AND
DELIVERY OF DOCUMENTS AND INSTRUMENTS NECESSARY TO CARRY
OUT THE FINANCING OF A MULTIFAMILY RENTAL RESIDENTIAL DEVELOP-
MENT; AND CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT
On this the 19th day of December 1985, upon motion made by
Commissioner Lich, seconded by Commissioner Guthrie, with
Commissioners Lich and Guthrie and County Judge Morriss voting
"AYE" and Commissioner Higgins voting "NAY", said motion
carrying by a Majority Vote, approving the motion to reject
a RESOLUTION AUTHORIZING THE ISSUANCE, SALE AND DELIVERY
OF $3,600,000 MULTIFAMILY HOUSING REVENUE BONDS (BORDEAUX
APARTMENTS) SERIES 1985; APPROVING THE FORM AND SUBSTANCE
OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF DOCUMENTS
AND INSTRUMENTS NECESSARY TO CARRY OUT THE FINANCING OF A
MULTIFAMILY RENTAL RESIDENTIAL DEVELOPMENT; AND CONTAINING
OTHER PROVISIONS RELATING TO THE SUBJECT.
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(S)
CERTIFICATE
The undersigned, Gordon S. Morriss and Edmond D.
Higgins, do hereby certify that they are the President and
Secretary, respectively, of The Kerr County Housing Finance
Corporation (the "Issuer"), and that the Resolution attached
hereto was duly adopted by the Issuer at a meeting of the
Issuer on December 19, 1985 at which a quorum was present and
acting throughout, and that said Resolution has not been
amended, modified or repealed as of the date hereof.
GIVEN UNDER OUR HANDS and the seal of the Issuer, as of
the 20th day of December 1985.
Gordon S. Morriss,
President
Edmond D. Higgins,
Secretary
0659r
(5)
BOND RESOLUTION
RESOLUTION AUTHORIZING THE ISSUANCE, SALE AND DELIVERY
OF $3,600,000 MULTIFAMILY HOUSING REVENUE BONDS
(BORDEAUX XIII APARTMENTS) SERIES 1985; APPROVING THE
FORM AND SUBSTANCE OF AND AUTHORIZING THE EXECUTION AND
DELIVERY OF DOCUMENTS AND INSTRUMENTS NECESSARY TO CARRY
OUT THE FINANCING OF A MULTIFAMILY RENTAL RESIDENTIAL
DEVELOPMENT; AND CONTAINING OTHER PROVISIONS RELATING TO
THE SUBJECT
WHEREAS, The Kerr County Housing Finance Corporation
(the "Corporation") has been duly created and organized
pursuant to and in accordance with the provisions of the
Texas Housing Finance Corporations Act, Article 1269-1-7,
Vernon's Annotated Texas Civil Statutes, as amended (the
"Act"), for the purpose of providing a means of financing the
costs of residential ownership and development that will
provide decent, safe and sanitary housing for persons of low
and moderate income at prices or rentals they can afford, in
the Kerr County, Texas; and
WHEREAS, the Act authorizes the Corporation: (a) to make
loans to any person to provide financing for residential
developments located within the City of Kerrville (the
"City") and within Kerr County (the "County"), and intended
to be occupied substantially (at least 90 percent) by persons
of low and moderate income, as determined by the Corporation;
(b) to issue its revenue bonds for the purpose of obtaining
moneys to make such loans and provide such financing, to
establish necessary reserve funds and to pay administrative
costs and other costs incurred in connection with the
issuance of such bonds; and (c) to pledge all or any part of
the revenues, receipts or resources of the Corporation,
including the revenues and receipts to be received by the
Corporation from or in connection with such loans, and to
mortgage, pledge or grant security interests in such loans or
other property of the Corporation in order to secure the
payment of the principal or redemption price of and interest
on such bonds; and
WHEREAS, Section 103(b)(4)(A) of the Internal Revenue
Code of 1954, as amended (the "Code"), provides that the
interest on fully registered obligations issued by or on
behalf of a state or political subdivision thereof
substantially all of the proceeds of which are to be used to
provide projects for residential rental property shall be
exempt from federal income taxation if, among other
requirements, at least 20 percent of the units in each
project are to be occupied by individuals of low or moderate
income within the meaning of and for the period required by
Section 103(b)(12)(C) of the Code; and
WHEREAS, the Board of Directors of the Corporation has
determined that the Corporation shall issue its Multifamily
Housing Revenue Bonds (Bordeaux XZII Apartments) Series 1985
(the "Bonds"), in the aggregate principal amount of
approximately $3,600,000 pursuant to and in accordance with
the terms of an Indenture of Trust dated as of December 1,
1985, in substantially the form attached hereto as Exhibit A
(the "Indenture"), by and between the Corporation and
RepublicBank San Antonio, N.A., San Antonio, Texas, or such
other qualified trustee as may hereafter be approved in
writing by the President of the Corporation, as Trustee (the
"Trustee"), for the purpose of obtaining funds to make the
Mortgage Loan (as hereinafter defined), all under and in
accordance with the Constitution and laws of the State of
Texas; and
WHEREAS, the Board of Directors of the Corporation has
determined that the Corporation will make a mortgage loan
(the "Loan") to Yar-Tex, Inc., a Texas corporation (the
"Developer") to provide financing for the multifamily rental
residential development described on an exhibit attached to
the Loan Agreement (as hereinafter defined) to be known as
Bordeaux XIII Apartments and to contain approximately 120
dwelling units (the "Development") which is to be located
within the City and the County, to be occupied substantially
(at least 90 percent) by persons of low and moderate income,
as determined by the Corporation, and to be occupied
partially (at least 20 percent) by individuals of low or
moderate income within the meaning of and for the period
required by Section 103(b)(12) of the Code, all for the
public purpose of assisting persons of low and moderate
income within the City and the County to afford the costs of
decent, safe and sanitary housing; and
WHEREAS, it is anticipated (i) that the Corporation will
make the Loan pursuant to a Loan Agreement in substantially
the form attached hereto as Exhibit B (the "Loan Agreement"),
(ii) that pursuant to the Loan Agreement, the Developer will
arrange for Bay City Federal Savings and Loan Association
(the "Association") to issue its irrevocable Letter of Credit
(the "Letter of Credit") as described in the Official
Statement (as hereinafter defined) in order to evidence the
Association's obligation to make the payments of principal
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and interest required on the Bonds (as hereinafter defined),
(iii) pursuant to the Loan Agreement, the Developer will
arrange for the Association to enter into the Collateral
Pledge Agreement (the "Collateral Agreement") between the
Association and the Trustee, and to deliver to the Trustee
the Collateral required thereunder to further secure the
payment of principal of and interest on the Bonds in
substantially the form described in the Official Statement,
(v) that the Corporation will make the Loan pursuant to the
Loan Agreement and a mortgage and a mortgage note in the
forms required by the Loan Agreement, (v) that the Developer
as owner of the Development will enter and record into a Land
Use Restriction Agreement with the Corporation and the
Trustee in substantially the form attached hereto as
Exhibit C (the "Land Use Restriction Agreement") containing
certain deed restrictions; and
WHEREAS, the Board of Directors of the Corporation has
this date conducted a public hearing following the reasonable
public notice concerning the issuance of the Bonds to finance
the Development, has thereafter approved the issuance of the
Bonds for such purpose, and has directed its representative
to report the results of such public hearing and the
Corporation's approval to the chief elected executive officer
of the County to obtain such elected officer's approval of
the issuance of the Bonds prior to such issuance, all
pursuant to Section 103(k) of the Code; and
WHEREAS, the Board of Directors has determined that the
Corporation shall sell the Bonds to M.E. Allison & Co., Inc.
(the "Underwriter"), and has further determined that the
Corporation shall enter into a bond purchase agreement with
the Underwriter, in substantially the form attached hereto as
Exhibit D (the "Bond Purchase Agreement"), setting forth
certain terms and conditions relating to the sale and
delivery of the Bonds; and
WHEREAS, the Board of Directors of the Corporation has
been presented with, has considered, and desires to approve
the execution and use of an Official Statement (the "Official
Statement"), pertaining to the offering of the Bonds for
sale; and
WHEREAS, the Board of Directors of the Corporation has
examined proposed forms of the Indenture, the Loan Agreement,
the Land Use Restriction Agreement, the Bond Purchase
Agreement and the Official Statement, draft forms of which
are attached to and comprise a part of this Resolution; has
found the form and substance of such documents to be
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satisfactory and proper; and has determined to finance the
lioan in accordance with such documents by authorizing the
issuance of the Bonds, the execution and delivery of the
final forms of such documents and all other necessary
documents and the taking of all other actions as may be
necessary or convenient to carry out the financing of the
Development; NOW, THEREFORE,
BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE KERR
COUNTY HOUSING FINANCE CORPORATION:
Section 1. Authority for Bond Resolution. This bond
resolution is adopted pursuant to the Act.
Section 2. Findings. It is hereby ascertained,
determined and declared that: (a) in providing for the
financing of the acquisition and construction of the
Development, a lawful and valid public purpose will be served
in that it will further the public purpose intended to be
served by the Act and the Corporation; (b) the payments to
be received by the Trustee from the Developer or the
Association for the account of the Corporation under the
Mortgage Loan will be fully sufficient to pay the principal
of and the interest on the Bonds as the same become due; and
(c) the Bonds will constitute only limited obligations of the
Corporation and will be payable solely from the revenues and
any other funds assigned and pledged to the payment thereof
and will not constitute a debt or a general obligation or a
pledge of the faith and credit of the City, the County or the
State of Texas, or any of its political subdivisions, and
will not directly, indirectly or contingently obligate said
City, said County or said State or any such political
subdivisions to levy or to pledge any form of taxation
whatever for the payment thereof.
Section 3. Authorization to Provide for the Fin
of the Acquisition and Construction of the Project.
Board of Directors of the Corporation has determined that the
Corporation is hereby authorized to provide financing of the
acquisition and construction of the Project as contemplated
by the Loan Agreement.
Section 4. Authorization of Bonds. In order to provide
funds for the Mortgage Loan to the Developer in the principal
amount of $3,600,000, the Corporation is authorized to issue
its Bonds in an aggregate principal amount of pproximately
$3,600,000. The Bonds shall have the form, dates,
maturities, interest payment dates, denominations, terms of
redemption, registration privileges, security privileges, and
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ar.e to bear interest at the rate or 8.5 o per annum, all as
are determined appropriate by the or President, Vice
President or other officer of the Corporation and are to be
specified in the Indenture, which determination shall be
evidenced by the hereinafter authorized execution and
delivery of the Indenture by the President, Vice President or
other officer of the Corporation. The Bonds shall be issued
as fully registered Bonds in such denominations and with such
rights of exchangeability and transfer and shall be in the
form and executed and authenticated .in the manner provided in
the Indenture.
The issuance of the Bonds is hereby authorized, all
under and in accordance with the Indenture; each of the Bonds
shall contain a recital to the effect that it is issued
pursuant to the Act, as set forth in the Indenture; and that,
upon execution and delivery of the Indenture, the officers of
the Corporation are each hereby authorized to execute and
attest to the Bonds manually or by facsimile signatures, to
affix the Corporation's seal to the Bonds manually or by
facsimile, and to deliver the Bonds to the Trustee for
authentication.
Section 5. Approval Execution and Delivery of
the Indenture. That the execution, delivery and performance
of the Indenture, in substantially the form attached hereto
as Exhibit A, subject to such changes, additions and
deletions as may be approved by the President, Vice President
or other officer of the Corporation, are hereby approved and
authorized, and that the officers of the Corporation are each
hereby authorized to execute, attest and affix the
Corporation's seal to the Indenture and to deliver the
Indenture to the Trustee, which execution and delivery shall
be conclusive evidence of the approval of any aforesaid
changes, additions and deletions.
Section 6. Approval, Execution and Delivery of the Loan
Agreement and the Land Use Restriction Agreement. That the
execution, delivery and performance of the Loan Agreement and
the Land Use Restriction Agreement, in substantially the
forms attached hereto as Exhibits B and C, respectively,
subject to such changes, additions and deletions as may be
approved by the President, Vice President or other officer of
the Corporation, are hereby approved and authorized, and that
the officers of the Corporation are hereby authorized to
execute, attest and affix affix the Corporation's seal to the
Loan Agreement and the Land Use Restriction Agreement and to
deliver the Loan Agreement and Land Use Restriction Agreement
to the Developer and the Trustee, as appropriate, which
execution and delivery shall be conclusive evidence of the
appoval of any aforesaid changes, additions and deletions.
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Section 7. Determination of Moderate Income. That the
Board of Directors has hereby determines and confirms, in
accordance with the Act, for purposes of the Loan Agreement,
the Land Use Restriction Agreement and the Development, until
revised by the Board of Directors of the Corporation in
accordance with the Loan Agreement and the Land Use
Restriction Agreement, the maximum amount constituting
moderate income of "Eligible Tenants" (as defined in the Loan
Agreement and the Land Use Restriction Agreement) shall be
Section 8. Approval, Execution and Delivery of the
Sond Purchase Agreement. That the sale and delivery of the
Bonds to the Underwriter, upon the terms and conditions set
forth in the Bond Purchase Agreement, are hereby approved;
that the execution, delivery and performance of the Bond
Purchase Agreement, in substantially the form attached hereto
as Exhibit D, subject to such changes, additions and
deletions as may be approved by the President, Vice President
or other officer of the Corporation, are hereby approved and
authorized, and that the officers of the Corporation are
hereby authorized to execute, attest and affix the
Corporation's seal to the Bond Purchase Agreement and to
deliver the Bond Purchase Agreement to the Underwriter, which
execution and delivery shall be conclusive evidence of the
approval of any aforesaid changes, additions and deletions.
Section 9. Approval, Execution, Use and Distribution
of the Official Statement. That the Official Statement and
the use and distribution by the Underwriter of the Official
Statement in accordance with the terms, conditions and
limitations contained therein, are hereby approved, ratified,
confirmed and authorized; that the officers of the
Corporation are each hereby authorized to execute, attest and
affix the Corporation's seal to the the Official Statement,
in substantially the form attached hereto as Exhibit E,
subject to such changes, additions and deletions as may be
approved by the President, Vice President or other officer of
the Corporation, which execution and delivery shall be
conclusive evidence of the approval of any aforesaid changes,
additions and deletions, and that the distribution and
circulation of the Official Statement by the Underwriter is
hereby approved and authorized, subject to the terms,
conditions and limitations contained therein, and subject
further to any aforesaid changes, additions and deletions
approved as aforesaid.
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Section 10. Execution and Delivery of Loan Documents
and Other Documents. That the officers of the Corporation
are each hereby authorized to execute, attest, affix the
Corporation's seal to and deliver, or to accept delivery of,
any and all other agreements, assignments, bonds,
certificates, contracts, documents, instruments, releases,
financing statements, letters of instruction, written
requests and other papers, whether or not mentioned herein
(including, without limitation, all documents contemplated by
the Loan Agreement, the Indenture and the Official Statement
to further evidence and secure the Mortgage Loan or the
Bonds), as may be necessary or convenient to carry out or
assist in carrying out the purposes of this Resolution, the
issuance of the Bonds and the making of the Loan.
Section 11. No-Arbitrage Certificate. Each officer of
the Corporation is hereby authorized to execute a
no-arbitrage certificate in order to comply with Section
103(c) of the Code, and the applicable Income Tax Regulations
thereunder.
Section 12. No Personal Liability. No stipulation,
obligation or agreement herein contained or contained in the
Loan Agreement, the Indenture, the Bonds, the Land Use
Restriction Agreement, the Bond Purchase Agreement or any
other instrument related to the issuance of the Bonds shall
be deemed to be a stipulation, obligation or agreement of any
officer, director, agent or employee of the Corporation in
his individual capacity, and no such officer, director, agent
or employee shall be personally liable on the Bonds or be
subject to personal liability or accountability by reason of
the issuance thereof.
Section 13. Information Reporting Pursuant to 103(1) of
the Code. Each officer of the Corporation is hereby
authorized to sign and file Internal Revenue Service form
8038 and to sign and file or cause to be filed any and all
documents necessary to comply with the information reporting
requirements of Section 103(1) of the Code, or to authorize
the same to be done on behalf of the Corporation by an
attorney at law.
Section 14. General Authority. From and after the
execution and delivery of the documents hereinabove
authorized, each officer of the Corporation is hereby
authorized, empowered and directed to do all such acts and
things and to execute all such documents as may be necessary
to carry out and comply with the provisions of said documents
as executed, and are further authorized to take any and all
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further actions to execute and delivery any and all other
documents as may be necessary in the issuance of the Bonds
and the execution and delivery of the Indenture, the Loan
Agreement, the Land Use Restriction Agreement, the Official
Statement and the Bond Purchase Agreement.
The President, Vice President, Secretary or any other
officer of the Corporation each is hereby authorized and
directed to prepare and furnish to the purchaser or
purchasers, when the Bonds are issued, certified copies of
all the proceedings and records of the Corporation relating
to the Bonds, and such other affidavits, certificates and
documents as may be required to show the Eacts relating to
the legality of the Bonds as such facts appear on the books
and records in the officers' custody and control or as
otherwise known to them; and all such certified copies,
certificates, affidavits and documents, including any
heretofore furnished, shall constitute representations of the
Corporation as to the truth of all statements contained
therein.
Section 15. Power to Revise the Form of Documents.
That, notwithstanding any other provision of this Resolution,
the President, Vice President, Secretary and any other
officer of the Corporation are each hereby authorized to make
or approve such revisions, changes, additions and deletions
in the form of the documents attached hereto as exhibits as
may be approved by such officer and as the Bond Counsel for
the Bonds, may determine are necessary or convenient to carry
out or assist in carrying out the purposes of this Resolution.
Section 16. Bond Rating and Power to Enter into
Supplemental Documents. That, the Board of Directors of the
Corporation hereby approves and ratifies the application to
Moody's Investors Service on or about November 18, 1985 for a
credit rating on the Bonds, which application is now pending.
That, the President, Vice President, Secretary or any
other officer of the Corporation are each hereby authorized
to approve, execute and deliver any and all supplements or
amendments to any document contemplated by this Resolution
required by Moody's Investors Service as requirements in
order to obtain the requested rating on the Bonds.
Section 17. Purposes of Resolution. That the Board of
Directors of the Corporation has expressly determined and
hereby confirms that the issuance of the Bonds will promote
the public purposes set forth in Section 3 of the Act and
will accomplish a valid public purpose of the Corporation by
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assisting persons of low and moderate income in the County to
obtain decent, safe and sanitary housing, thereby helping to
eliminate slums and blighted areas, to relieve unemployment
and depressed economic conditions in the home construction
industry, to expand the tax base of the State of Texas, the
City, and the County and to reduce public expenditures for
crime prevention and control, public health, welfare and
safety and for other valid public purposes.
Section 18. Limited Obligations. That the Bonds and
the interest thereon shall 6e limited obligations of the
Corporation payable solely from the revenues, funds and
assets pledged under the Indenture to secure payment of the
Bonds and under no circumstances shall the Bonds be payable
from any other revenues, funds, assets or income of the
Corporation.
Section 19. Obligations of Corporation Only. That the
Bonds shall not constitute an indebtedness, liability,
general, special or moral obligations or a pledge or loan of
the faith or credit or taxing power, within the meaning of
any constitutional or statutory provision whatsoever, of the
State of Texas, the County, the City, any Governmental Unit
or any other political subdivision or governmental unit of
the State of Texas.
Section 20. Actions Approved and Confirmed. All acts
and doings of the officers of the Corporation that are in
conformity with the purposes and intents of this bond
resolution and in the furtherance of the issuance of the
Bonds and the execution, delivery and performance of the
Indenture, Loan Agreement, Land Use Restriction Agreement,
Bond Purchase Agreement and the Official Statement shall be,
and the same hereby are, in all respects approved and
confirmed.
Section 21. Severability of Invalid Provisions. If any
one or more of the agreements or provisions herein contained
shall be held contrary to any express provision of law or
contrary to the policy of express law, though not expressly
prohibited, or against public policy, or shall for any reason
whatsoever be held invalid, then such covenants, agreements
or provisions shall be null and void and shall be deemed
separable from the remaining agreements and provisions and
shall in no way affect the validity of any of the other
agreements and provisions hereof or of the Bonds authorized
hereunder.
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Section 22. Conflicting Provisions. All resolutions or
parts thereof of the Corporation in conflict with the
provisions herein contained are, to the extent of such
conflict hereby superseded and repealed.
Section 23. Effective Date. That this Resolution shall
be in full force and effect from and upon its adoption.
ADOPTED AND APPROVED this 19th day of December, 1984.
Gordon S. Morriss,
President
(SEAL)
ATTEST:
Edmond D. Higgins,
Secretary
ALL EXHIBITS REFERRED TO IN THE FOREGOING RESOLUTION ARE
ATTACHED TO THE ORIGINAL COPY OF SAID RESOLUTION WHICH IS ON
FILE IN THE OFFICIAL RECORDS OF THE CORPORATION.
SCHEDULE OF EXHIBITS
EXHIBIT A - Indenture of Trust
EXHIBIT B - Loan Agreement
EXHIBIT C - Land Use Restriction Agreement
EXHIBIT D - Bond Purchase Agreement
EXHIBIT E - Official Statement
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CERTIFICATE FOR RESOLUTION
THE STATE OF TEXAS
)
COUNTY OF KERR )
I, the undersigned officer of The Kerr County Housing Finance
Corporation (the "Corporation"), do hereby make and execute
this certificate for the benefit of all persons interested in
the validity of all actions and proceedings of the
Corporation. I do hereby certify as follows:
1. I am the duly chosen, qualified and acting officer
of the Corporation for the office shown beneath my signature,
and in such capacity I am familiar with the matters contained
in this Certificate.
2. The Board of Directors of the Corporation convened
at a duly noticed meeting on December 19, 1985, and the roll
was called of the duly constituted members of said Board, and
all of said persons were present, except the following:
thus constituting a quorum. Whereupon, among other business
the following was transacted at said meeting: a written
RESOLUTION AUTHORIZING THE ISSUANCE, SALE AND
DELIVERY OF $3,600,000 MULTIFAMILY HOUSING REVENUE
BONDS (BORDEAUX XIII APARTMENTS) SERIES 1985;
APPROVING THE FORM AND SUBSTANCE OF AND AUTHORIZING
THE EXECUTION AND DELIVERY OF DOCUMENTS AND
INSTRUMENTS NECESSARY TO CARRY OUT THE FINANCING OF
A MULTIFAMILY RENTAL RESIDENTIAL DEVELOPMENT; AND
CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT
was introduced for the consideration of said Board. It was
then duly moved and seconded that said Resolution be adopted
and, after due discussion, said motion, carrying with it the
adoption of said Resolution, prevailed and carried by a
unanimous vote.
3. The attached and following is a true, correct and
complete copy of said Resolution; that the original of said
Resolution is on file in the official records of the
Corporation, together with all Exhibits thereto; and that
said Resolution has not been amended and is in full force and
effect.
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WITNESS MY HAND AND THE OFFICIAL SEAL OF THE CORPORATION,
this 19th day of December, 1985.
Edmond D. Higgins,
Secretary
(SEAL)
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