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HomeMy WebLinkAboutORDINANCE - 1766 - 12/17/1985 - CORPORATE BONDS & LEVY OF TAXORDINANCE NO. 1766 ORDINANCE PROVIDING FOR THE ISSUANCE OF $9,750,000 OF CORPORATE PURPOSE BONDS, SERIES 1985, OF THE VILLAGE OF ELK GROVE VILLAGE, COOK AND DUPAGE COUNTIES, ILLINOIS, AND PROVIDING FOR THE LEVY OF A DIRECT ANNUAL TAX FOR THE PAYMENT OF PRINCIPAL OF AND INTEREST ON THOSE BONDS. BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF ELK GROVE VILLAGE, COOK AND DUPAGE COUNTIES, ILLINOIS AS FOLLOWS: Section 1. It is found and declared by the President and Board of Trustees of the Village of Elk Grove Village, Cook and DuPage Counties, Illinois (the "Village"), as follows: (a) It is necessary and in the best interest of the Village to undertake a program of improvements to and extensions of certain existing public works systems in the Village. It is presently estimated that the total cost of that program, including engineering costs, administrative costs, construction costs and costs of financing, will be approximately $9,750,000. (b) The Village does not have sufficient funds on hand or available from other sources with which to pay the costs of the public works systems' improvements and extensions. (c) It is in the best interest of the Village to issue $9,750,000 principal amount of its general obligation corporate purpose bonds, as provided in this Ordinance, to pay the costs of the public works systems improvements and extension. (d) The borrowing of the sum of $9,750,000 and the issuance of general obligation corporate purpose bonds of the Village in that amount for the purpose of paying the costs of the improvements and extensions pertains to the government and affairs of the Village, is for a proper public purpose of the Village and is in the public interest. Section 2. (a) The sum of $9,750,000 shall be borrowed by the Village for its corporate purposes, including (a) paying costs of the Village for the purposes described in Section 1 above and (b) paying costs of the Village in con- nection with those purposes and with the issuance of the bonds authorized by this Ordinance. In evidence of such borrowing, negotiable bonds of the,Village in the aggregate principal amount of $9,750,000 (the "Bonds") shall be issued as provided in this Ordinance. (b) The Bonds shall be issued only in fully regis- tered form without coupons in the denominations of $5,000 and integral multiples of that sum. The Bonds shall be designated "Corporate Purpose Bonds, Series 1985" and shall be numbered consecutively from R-1 upward but need not be authenticated or delivered in consecutive order. Bonds authenticated and deliv- ered prior to December 1, 1986 shall be dated as of December 1, 1985, provided that such date may be modified by the Supple- mental Ordinance, as defined in Section 2(d) of this Ordinance. -2- (c) Bonds authenticated and delivered on or after December 1, 1986 shall be dated as of the June 1 or December 1 next preceding the date of their authentication and delivery to which interest has been paid, except Bonds authenticated and delivered on a June 1 or December 1 to which interest has been paid, which Bonds shall be dated as of that June 1 or December 1. (d) The Bonds shall mature on December 1 in the years and the amounts as provided in the ordinance which is to be adopted awarding sale of the Bonds and supplementing this Ordinance as to the various details with respect to the Bonds as provided in this Ordinance (the "Supplemental Ordinance"). The amounts and due dates of sinking fund installments, if any, for any Bonds which are term bonds, shall be set forth in the Supplemental Ordinance., The Bonds shall bear interest from their date until paid at a rate or rates specified in the Supplemental Ordinance. Interest on the Bonds shall be payable on June 1 and December 1 in each year, with the first interest payment date being December 1, 1986. Interest shall be computed on the basis of a 360 -day year of twelve 30 -day months. (e) The Bonds shall be subject to redemption as provided in the Supplemental Ordinance. I£ less than all the Bonds of any maturity are to be redeemed on any redemption date, the Bond Registrar appointed in this Ordinance shall assign to each Bond of the maturity to be redeemed a distinctive number for each $5,000 of principal -3- amount of that Bond. The Bond Registrar shall then select by lot from the numbers so assigned, using such method as it shall deem proper in its discretion, as many numbers as, at $5,000 per number, shall equal the principal amount of Bonds of that maturity to be redeemed. Notice of the redemption of any Bonds, which by their terms shall have become subject to redemption, shall be given to the registered owner of each Bond or portion of a Bond called for redemption not less than 30 or more than 60 days before any date established for redemption of Bonds, by the Bond Registrar, on behalf of the Village, by registered or certified mail sent to the registered owner's last address, if any, appearing on the registration books kept by the Bond Registrar. In the case of a Bond to be redeemed in part only, the notice shall specify the portion of the principal amount of the Bond to be redeemed. The mailing of the notice specified above to the registered owner of any Bond shall be a condition precedent to the redemption of that Bond, provided that any notice which is mailed in accordance with this Ordinance shall be conclusively presumed to have been duly given whether or not the owner received the notice. The failure to mail notice to the owner of any Bond, or any defect in that notice, shall not affect the validity of the redemption of any other Bond. (f) Each Bond shall be executed by the manual or facsimile signature of the President and the manual or facsim- ile signature of the Village Clerk and shall have the corporate -4- seal of the Village affixed to it (or a facsimile of that seal printed on it). The President and the Village Clerk (if they have not already done so) are authorized and directed to file with the Illinois Secretary of State their manual signatures certified by them pursuant to the Uniform Facsimile Signatures of Public Officials Act, as amended, which shall authorize the use of their facsimile signatures to execute the Bonds. Each Bond so executed shall be as effective as if manually executed. In case any officer of the Village whose signature or a facsim- ile of whose signature shall appear on the Bonds shall cease to be such officer before authentication and delivery of any of the Bonds, that signature or facsimile signature shall never- theless be valid and sufficient for all purposes, the same as if the officer had remained in office until delivery. No Bond shall be valid for any purpose unless and until a certificate of authentication on that Bond substan- tially in the form set forth in the bond form in Exhibit A of this Ordinance shall have been duly executed by the Authenti- cating Agent appointed below. That certificate upon any Bond shall be conclusive evidence that the Bond has been authenti- cated and delivered under this Ordinance. (g) The Bonds shall constitute the general obliga- tions of the Village. The full faith and credit of the Village are pledged to the payment of the principal of and interest on the Bonds. -5- The Village shall, in the Supplemental Ordinance, appoint a Paying Agent, Authenticating Agent and Bond Registrar for the Bonds. (h) The Bonds shall be payable in lawful money of the United States at the principal corporate trust office of the Paying Agent. The principal of each Bond shall be payable at maturity upon presentment of the Bond at the principal corporate trust office of the Paying Agent. Interest on each Bond shall be payable on each interest payment date by check or draft of the Paying Agent mailed to the person in whose name that Bond is registered on the books of the Bond Registrar at the close of business on the 15th day of the month preceding that interest payment date. The Bonds shall be negotiable, subject to the follow- ing provisions for registration and registration of transfer. The Village shall maintain books for the registration of the Bonds at the principal corporate trust office of the Bond Registrar. Each Bond shall be registered on those books. Transfer of each Bond shall be registered only on those books upon surrender of that Bond to the Bond Registrar by the registered owner or his or her attorney duly authorized in writing together with a written instrument of transfer satis- factory to the Bond Registrar duly executed by the registered owner or his or her duly authorized attorney. Upon surrender of a Bond for registration of transfer, the Village shall execute and the Authenticating Agent shall authenticate and deliver, in the name of the transferee, one or more new Bonds of the same aggregate principal amount and of the same maturity as the Bond surrendered. Bonds may be exchanged, at the option of the regis- tered owner, for an equal aggregate principal amount of Bonds of the same maturity of any other authorized denominations, upon surrender of those Bonds at the principal corporate trust office of the Bond Registrar with a written instrument of transfer satisfactory to the Bond Registrar duly executed by the registered owner or his or her duly authorized attorney. In all cases in which the privilege of exchanging or transferring Bonds is exercised, the Village shall execute, the Authenticating Agent shall authenticate, and the Bond Registrar shall deliver, Bonds in accordance with the provisions of this Ordinance. All Bonds surrendered in any exchange or transfer shall be cancelled immediately by the Bond Registrar. For every exchange or registration of transfer of Bonds, the Village or the Bond Registrar may make a charge sufficient to reimburse it for any tax, fee or other governmental charge, other than one imposed by the Village, required to be paid with respect to that exchange or trans- fer, and payment of that charge by the person requesting exchange or registration of transfer shall be a condition precedent to that exchange or registration of transfer. No other charge may be made by the Village or the Bond Registrar -7- as a condition precedent to exchange or registration of transfer of any Bond. The Bond Registrar shall not be required to exchange or register the transfer of any Bond after notice of redemption of that Bond or any portion of that Bond has been mailed, or during the 15 days next preceding mailing of a notice of redemption of Bonds. The Village, the Paying Agent and the Bond Registrar may treat the registered owner of any Bond as its absolute owner, whether or not that Bond is overdue, for the purpose of receiving payment of the principal of or interest on that Bond and for all other purposes, and neither the Village, the Bond Registrar nor the Paying Agent shall be affected by any notice to the contrary. Payment of the principal of and interest on each Bond shall be made.only to its registered owner, and all such payments shall be valid and effective to satisfy the obligation of the Village on that Bond to the extent of the amount paid. (i) The Bonds shall be in substantially the form set forth in Exhibit A to this Ordinance. Section 3. Upon the receipt of an offer to purchase the Bonds, the Village may accept or reject the offer. If the Village accepts an offer for the Bonds, it shall adopt a Supplemental Ordinance awarding the sale of the Bonds in the principal amount to be issued and providing the various details -8- with respect to them as provided in this Ordinance. Upon the sale of the Bonds by the Village, the Bonds shall be executed as provided in this Ordinance and the Supplemental Ordinance and be delivered to the Village Treasurer. The Supplemental Ordinance shall set forth the name of the purchaser and the aggregate purchase price of the Bonds and shall set forth the amounts needed from, but in no case greater than, the taxes levied in Section 4 of this Ordinance to pay the principal of and interest on the Bonds as they become due. Upon adoption of the Supplemental Ordinance the Village Treasurer is authorized to deliver the Bonds to the Authenticating Agent and the Authenticating Agent is authorized and directed to authen- ticate the Bonds and deliver them to the purchaser named in the Supplemental Ordinance. If the Village shall determine not to sell the Bonds, such determination shall be set forth in the Supplemental Ordinance and, in such event, no details as to the Bonds shall be provided in the Supplemental Ordinance. Section 4. (a) There is levied a direct annual tax upon all taxable property within the Village sufficient to pay and discharge the principal of the Bonds at maturity or on sinking fund installment dates and to pay interest on the Bonds as it falls due, including specifically the following amounts for the following years: Elk Grove Village General Obligation Bonds Levy A Tax Sufficient to Year to Produce 1985 $ 745,000.00 1986 745,000.00 1987 1,130,000.00 1988 1,130,000.00 1989 1,130,000.00 1990 1,130,000.00 1991 1,130,000.00 1992 1,130,000.00 1993 1,130,000.00 1994 1,130,000.00 1995 1,130,000.00 1996 1,130,000.00 1997 1,130,000.00 1998 1,130,000.00 1999 1,130,000.00 2000 1,130,000.00 2001 1,130,000.00 2002 1,130,000.00 2003 1,130,000.00 2004 1,130,000.00 2005 1,130,000.00 2006 1,130,000.00 That tax shall be in addition to all other taxes levied by the Village. If at any time sufficient funds are not on hand from amounts derived from this tax levy to make a payment of interest or principal on the Bonds as it becomes due, that payment shall be made from the general funds of the Village. Those general funds shall be reimbursed from the amounts derived from the taxes levied by this Ordinance when those amounts shall be on hand (and not needed for paying other payments of interest or principal then coming due on the Bonds). (b) There shall not be delivered Bonds which shall have principal and interest due in the various periods as -10- described in this Section in excess of the various amounts set forth above for each of such periods. The Supplemental Ordinance shall (i) specify the exact amount which the tax levies shall be required to produce for each of the various periods, which amounts shall not be greater in any period than the amounts provided above, and (ii) provide for the abatement of taxes which are in excess of such exact amounts. If the Village shall, as prescribed in Section 3 of this Ordinance, determine not to sell any Bonds, the Supplemental Ordinance shall provide for the abatement of all the taxes levied by this Section 4. Section 5. The Village Clerk is directed to file a certified copy of this Ordinance with the County Clerks of Cook and DuPage Counties, respectively. After adoption of the Sup- plemental Ordinance, the Village Clerk is directed to file a copy of it with each of the County Clerks. It shall be the duty of each County Clerk annually for each of the years 1985 through 2006 to ascertain the rate necessary to produce the tax levied in this Ordinance, subject to abatement as provided in Section 4(b) of this Ordinance, and to extend that tax for col- lection on the tax books against all of the taxable property within the Village in connection with other taxes levied in each of such years for general Village purposes, and such taxes shall be computed, extended and collected in the same manner as is now or may subsequently be provided for the computation, extension and collection of taxes for general purposes of the Village. -11- When collected, the taxes levied in this Ordinance shall be placed in a separate and special fund established exclusively for paying principal of and interest on the Bonds, designated as "The Corporate Purpose Bonds, Series 1985, Bond and Interest Fund" (the "Fund"). The deposits of such moneys in that Fund and investments of the Fund may be commingled for deposit and investment purposes with other funds of the Village established solely for paying principal of and interest on other general obligation bonds of the Village. Moneys in the Fund shall never be commingled with or loaned to any other funds of the Village which were not established for such a purpose or which are used for any other purpose, as long as any Bonds are outstanding and unpaid. All interest and other investment earnings on the Fund shall become, when received, a part of the Fund, but this paragraph shall not prevent the Village from transferring interest and other investment earnings on the Fund to general operating funds of the Village, as long as doing so shall not result in the amounts in the Fund being insufficient to pay principal of and interest on the Bonds as they come due. Amounts deposited in the Fund are appropriated for and irrevocably pledged to, and shall be used only for the purpose of, paying the principal of and interest on the Bonds, or reimbursing general funds of the Village expended for those purposes as provided in Section 4 of this Ordinance, or for making transfers from the Fund of interest and other investment -12- earnings as allowed by the preceding paragraph of this Sec- tion. All amounts received upon the sale of the Bonds, together with all interest and other investment earnings on those amounts, are appropriated and set aside for the purposes for which the Bonds are being issued as set forth in this Ordinance. Section 6. The Village covenants with the holders of the Bonds from time to time outstanding that it will take no action in the investment of the proceeds of the Bonds, amounts in the Fund or any other funds of the Village which would result in making interest on the Bonds subject to federal income taxes by reason of causing the Bonds to be "arbitrage bonds" within the meaning of Section 103(c) of the Internal Revenue Code of 1954, as amended, and any lawful regulations promulgated or proposed under that Section. The President, Clerk and Treasurer of the Village are authorized and directed to take such action as is necessary in order to carry out the issuance and delivery of the Bonds including, without limita- tion, to make any representations and certifications they deem proper pertaining to the use of the proceeds of the Bonds and moneys in the Fund in order to establish that the Bonds shall not constitute arbitrage bonds as so defined. The Village further covenants with the holders of the Bonds from time to time outstanding that: (a) it will take all actions, if any, which shall be necessary, in order further to provide for the levy, -13- extension, collection and application of the taxes levied by this Ordinance; (b) it will not take any action which would adversely affect the levy, extension, collection and application of the taxes levied by this Ordinance, except (i) to abate those taxes pursuant to the Supplemental Ordinance, to the extent the taxes levied by this Ordinance are in excess of the amounts needed to pay principal of and interest on the Bonds as they come due in each year; and (ii) to abate those taxes to the extent that money is on hand and set aside to pay principal of and interest on the Bonds; and (c) it will comply with all present and future laws concerning the levy, extension and collection of the taxes levied by this Ordinance; in each case so that the Village shall be able to pay the principal of and interest on the Bonds as they come due. Section 7. All ordinances, resolutions and orders or parts of ordinances, resolutions and orders in conflict with this Ordinance are repealed to the extent of such conflict. The Village Clerk shall cause this Ordinance to be published in pamphlet form. This Ordinance shall be in full force and effect after passage and publication as provided by law. -14- PASSED by the President and Board of Trustees of the Village this December 17, 1985. Voting Aye (list names): Bosslet. Chernick. Gallitano. Hauser. Petri, and Tosto Voting Nay (list names): Abstaining (list names): Absent (list names): Patricia S. Smith Village Clerk SIGNED by the President this DecemberiL, 1985. Charlpc .1. ZPttPk President ATTEST: Patricia S. Smith Village Clerk Published in pamphlet form December 18, 1985. -15- EXHIBIT A UNITED STATES OF AMERICA STATE OF ILLINOIS COUNTIES OF COOK AND DUPAGE VILLAGE OF ELK GROVE VILLAGE CORPORATE PURPOSE BOND, SERIES 1985 Bond No. R Principal Amount: $ Interest Rate: Date of Maturity: Registered Owner: The Village of Elk Grove Village, Cook and DuPage Counties, Illinois (the "Village"), for value received, promises to pay to the Registered Owner specified above or registered assigns, upon presentation and surrender of this bond at the principal corporate trust office of Chicago, Illinois (the "Paying Agent") the Principal Amount of this bond specified above on the Date of Maturity specified above and to pay the registered owner of this bond interest on that sum at the Interest Rate per year specified above from the Date of Bond specified below to the date of payment of this bond, payable semiannually on June 1 and December 1, with the first interest payment date being December 1, 1986. Interest shall be computed on the basis of a 360 -day year of twelve 30 -day months. Interest on this bond shall be payable on each interest payment date by check or draft of the Paying Agent mailed to the person in whose name this bond is registered at the close of business on the 15th day of the month next preceding that interest payment date. The principal of and interest on this bond are payable in lawful money of the United States of America. No interest shall accrue on this bond after its Date of Maturity unless this bond shall have been presented for payment at maturity and shall not then have been paid. This bond is one of an authorized issue of bonds in the aggregate principal amount of $9,750,000, the proceeds of which are to be used for corporate purposes of the Village as described in the Ordinances of the Village authorizing the issuance of this bond and the issue of bonds of which it is a part (the "Ordinances"). This bond was issued in accordance with the Illinois Constitution and pursuant to the Ordinances. This bond and the issue of which it is a part (together the "Bonds") have been issued by the Village upon full payment therefor as provided in the Ordinances. The full faith and credit of the Village and the tax levy referred to below are irrevocably pledged to the punctual payment of the principal of and the interest on this bond. This bond is a general obligation of the Village. Bonds maturing on December 1 of each of the years _ through , inclusive, are not redeemable prior to their maturity. A-2 Bonds maturing on December 1 of each of the years _ and , are redeemable prior to their maturity at the option of the Village, in whole or in part and if in part in the inverse order of maturity, on any interest payment date on or after December 1, , at a redemption price equal to _% of their principal amount plus in each case accrued and unpaid interest to the date of redemption. [Mandatory Redemption Provisions, if any.] If less than all the Bonds of any maturity are to be redeemed on any redemption date, the Bond Registrar named below will assign to each Bond of the maturity to be redeemed a distinctive number for each $5,000 of principal amount of that Bond. The Bond Registrar will then select by lot from the numbers so assigned, using such method as it shall deem proper in its discretion, as many numbers as, at $5,000 per number, shall equal the principal amount of Bonds of that maturity to be redeemed. Notice of the redemption of any Bonds, which by their terms shall have become subject to redemption, will be given to the registered owner of each Bond called for redemption in whole or in part not less than 30 or more than 60 days before any date established for redemption of Bonds, by the Bond Registrar, on behalf of the Village, by registered or certified mail sent to the registered owner's last address, if any, appearing on the registration books kept by the Bond Regis- trar. In the case of a Bond to be redeemed in part only, the A-3 notice will specify the portion of the principal amount of the Bond to be redeemed. The mailing of the notice specified above to the registered owner of any Bond will be a condition prece- dent to the redemption of that Bond, provided that any notice which is mailed in accordance with the Ordinances will be con- clusively presumed to have been duly given whether or not the owner received that notice. The failure to mail notice to the owner of any Bond, or any defect in that notice, shall not affect the validity of the redemption of any other Bonds. This bond is negotiable, subject to the following pro- visions for registration and registration of transfer. The Village maintains books for the registration and registration of transfer of Bonds at the principal corporate trust office of the Bond Registrar appointed in the Ordinances of the Village authorizing the sale of the Bonds. This bond is registered on those books and transfer of this bond may be registered on those books upon surrender of this bond to the Bond Registrar by the registered owner or his or her attorney duly authorized in writing together with a written instrument of transfer satisfactory to the Bond Registrar duly executed by the registered owner or his or her duly authorized attorney. Upon surrender of this bond for registration of transfer, a new bond or bonds in the same aggregate principal amount and of the same maturity will be issued to the transferee as provided in the Ordinances. A-4 This bond may be exchanged, at the option of the registered owner, for an equal aggregate principal amount of bonds of the same maturity of any other authorized denomina- tions, upon surrender of this bond at the principal corporate trust office of the Bond Registrar with a written instrument of transfer satisfactory to the Bond Registrar duly executed by the registered owner or his or her duly authorized attorney. For every exchange or registration of transfer of this bond, the Village or the Bond Registrar may make a charge sufficient to reimburse it for any tax, fee or other govern- mental charge, other than one imposed by the Village, required to be paid with respect to that exchange or transfer, and pay- ment of that charge by the person requesting exchange or regis- tration of transfer shall be a condition precedent to that exchange or registration of transfer. No other charge may be made by the Village or the Bond Registrar as a condition prece- dent to exchange or registration of transfer of this bond. The Bond Registrar will not be required to exchange or register the transfer of any Bond after notice of redemption of that Bond or any portion of that Bond has been mailed, or during the 15 days next preceding mailing of a notice of redemption of Bonds. The Village, the Paying Agent and the Bond Registrar may treat the registered owner of this bond as its absolute owner, whether or not this bond is overdue, for the purpose of receiving payment of the principal of or interest on this bond A-5 and for all other purposes, and neither the Village, the Bond Registrar nor the Paying Agent shall be affected by any notice to the contrary. Payment of the principal of and interest on this bond shall be made only to its registered owner, and all such payments shall be valid and effective to satisfy the obli- gation of the Village on this bond to the extent of the amount paid. All conditions which by law must have existed or must have been fulfilled in the issuance of this bond existed and were fulfilled in compliance with law. Provision has been made for the levy and collection of a direct annual tax, in addition to all other taxes, sufficient to pay and discharge the principal of this bond at maturity and to pay interest on this bond as it falls due. The issuance of the Bonds by the Village will not cause the Village to exceed or violate any applicable limitation or condition respecting the issuance of bonds imposed by the law of Illinois or by any ordinance or resolu- tion of the Village. The Bonds are issued for purposes for which the Village is authorized by law to issue bonds including to pay costs of the Village for public works improvements and extension and to pay costs of the Village in connection with the issuance of the Bonds. This bond shall not be valid for any purpose unless and until the certificate of authentication on this bond shall have been duly executed by the Authenticating Agent. A-6 IN WITNESS WHEREOF, the Village of Elk Grove Village, Cook and DuPage Counties, Illinois, by its President and Board of Trustees, has caused this bond to be executed by the manual or facsimile signature of its President and the manual or facsimile signature of its Village Clerk and has caused its corporate seal to be affixed to this bond (or a facsimile of its seal to be printed on this bond), all as of the Date of Bond specified below. Date of Bond: (SEAL) ATTEST: Village Clerk VILLAGE OF ELK GROVE VILLAGE, ILLINOIS By A-7 resident Date of Authentication: This bond is one of the bonds described in the Ordi- nances authorizing the issuance of $9,750,000 Village of Elk Grove Village Corporate Purpose Bonds, Series 1985. Authenticating Agent By Authorized Officer For Value Received, the undersigned sells, assigns and transfers to this bond and all rights and title under this bond, and irrevocably constitutes and appoints attorney to transfer this bond on the books kept for registration of this bond. Dated: A-8