MINUTES OF THE FORMAL MEETING OF THE JOHNSON COUNTY BOARD OF SUPERVISORS:
JANUARY 4, 2007
Chairperson Harney called the Johnson County Board of Supervisors to order in the Johnson County Administration Building at 9:00 a.m. Members present were: Pat Harney, Larry Meyers, Terrence Neuzil, Sally Stutsman, and Rod Sullivan.
Unless otherwise noted, all actions were taken unanimously.
Motion by Stutsman, second by Sullivan, to approve the claims on the Auditor’s Claim Register, as approved by a majority of the Supervisors.
Motion by Neuzil, second by Meyers, to approve the minutes of the formal meeting of December 28, 2006 and January 2, 2007.
Motion by Sullivan, second by Stutsman, to approve the payroll authorizations submitted by department heads, as approved by a majority of the Supervisors.
Motion by Stutsman, second by Neuzil, to replace scrivener’s errors in Ordinance 12-21-06-Z1 with corrected text.
Motion by Sullivan, second by Sullivan, to accept the Recorder’s Report of Fees Collected for the month of November, 2006, in the amount of $147,242.52, as submitted by County Recorder Kim Painter.
RESOLUTION 01-04-07-01
AUTHORIZING THE ISSUANCE OF A GENERAL OBLIGATION COUNTY PURPOSE LOAN AGREEMENT ANTICIPATION NOTE, SERIES 2007A
Whereas, pursuant to the provisions of Section 331.402 of the Code of Iowa, the Board of Supervisors (the “Board”) of Johnson County, Iowa (the “County”), has heretofore proposed to contract indebtedness and enter into a general obligation loan agreement in a principal amount not exceeding $350,000 to provide funds to pay the cost, to that extent, of constructing improvements and acquiring equipment and furnishings for the County Courthouse, Jail and Administration Building, and has published notice of the proposed action and has held a hearing thereon; and
Whereas, the Board has also proposed to contract indebtedness and enter into a separate loan agreement in a principal amount not exceeding $450,000 to provide funds to pay the cost, to that extent, of acquiring land and designing and preparing the site for construction of a County Health and Human Services Building (the county courthouse, jail and administration building and the county health and human services building are hereinafter known as the “Project”); and
Whereas, pursuant to Section 331.445 of the Code of Iowa, the Board has determined to combine the two purposes and enter into a single loan agreement in the future (the “Loan Agreement”); and
Whereas, the Board has also determined that it is necessary to make provision for the issuance of a General Obligation County Purpose Loan Agreement Anticipation Project Note (the “Project Note”) in the principal amount of $800,000, pursuant to the provisions of Section 76.13 of the Code of Iowa, in anticipation of the receipt of and payable from the proceeds of the Loan Agreement (the “Loan Proceeds”);
Now, Therefore, It Is Resolved by the Board of Supervisors of Johnson County, Iowa, as follows:
Section 1. The County intends to enter into the Loan Agreement with Hills Bank and Trust Company, Hills, Iowa, as lender (the “Lender”), providing for a loan to the County in a principal amount not exceeding $800,000, for the purpose or purposes set forth in the preamble hereof.
Section 2. The Project Note is hereby authorized to be sold and issued to Hills Bank and Trust Company, Hills, Iowa, (the “Lender”) in the principal amount of $800,000. The Project Note shall be dated the date of its delivery to the Lender, shall mature on June 15, 2007, and shall bear interest at the rate of 3.74% per annum, payable at maturity. The Project Note is being issued in anticipation of and is payable from the Loan Proceeds to be received under the Loan Agreement and any other funds which may be received in connection with the Project.
The County Treasurer is hereby designated as the Registrar and Paying Agent for the Project Note and may be hereinafter referred to as the “Registrar” or the “Paying Agent”.
The County reserves the right to prepay part or all of the Project Note on any date hereafter upon terms of par and accrued interest. Notice of such redemption as aforesaid identifying the portion of the Project Note to be redeemed shall be mailed by certified mail to the registered owners thereof at the addresses shown on the County’s registration books not less than 10 days prior to such redemption date. All of the principal of the Project Note as to which notice as aforesaid shall have been given and for the redemption of which funds are duly provided, shall cease to bear interest on the redemption date.
The Project Note shall be executed on behalf of the County with the official manual or facsimile signature of the Chairperson and attested with the official manual or facsimile signature of the County Auditor and shall have the County’s seal impressed or printed thereon, and shall be a fully registered Project Note without interest coupons. In case any officer whose signature or the facsimile of whose signature appears on the Project Note shall cease to be such officer before the delivery of the Project Note, such signature or such facsimile signature shall nevertheless be valid and sufficient for all purposes, the same as if such officer had remained in office until delivery.
The Project Note shall be fully registered as to principal and interest in the names of the owners on the registration books of the County kept by the Registrar, and after such registration, payment of the principal thereof and interest thereon shall be made only to the registered owners or their legal representatives or assigns. The Project Note shall be transferable only upon the registration books of the County upon presentation to the Registrar, together with either a written instrument of transfer satisfactory to the Registrar or the assignment form thereon completed and duly executed by the registered owner or the duly authorized attorney for such registered owner.
The record and identity of the owner of the Project Note shall be kept confidential as provided by Section 22.7 of the Code of Iowa.
Section 3. The Project Note shall be in substantially the following form:
(Form of Note)
UNITED STATES OF AMERICA
STATE OF IOWA
JOHNSON COUNTY
GENERAL OBLIGATION COUNTY PURPOSE
LOAN AGREEMENT ANTICIPATION NOTE, SERIES 2007A
No. 1 MAXIMUM PRINCIPAL AMOUNT: $800,000
Johnson County, Iowa (the “County”), for value received, promises to pay on June 15, 2007, (the “Maturity Date”), of this Project Note to Hills Bank and Trust Company, Hills, Iowa (the “Purchaser”), its successors or assigns, the principal sum of EIGHT HUNDRED THOUSAND DOLLARS, in lawful money of the United States of America upon presentation and surrender of this Project Note to the County Treasurer of the County (hereinafter referred to as the “Registrar” or the “Paying Agent”), with interest at the rate of 3.74% per annum thereon from the date hereof payable on the Maturity Date or upon prepayment of this instrument as hereinafter provided.
This Project Note is issued by the County under authority of Section 76.13 of the Code of Iowa for the purpose of paying the cost of constructing improvements and acquiring equipment and furnishings for the County Courthouse, Jail and Administration Building, and acquiring land and designing and preparing the site for construction of a County Health and Human Services Building (the “Project”), and is issued in anticipation of the receipt of and is payable from the proceeds (the “Loan Proceeds”) of an authorized loan agreement (the “Loan Agreement”) to be entered into by the County or from any other sources to be received and expended in connection with the Project.
This Project Note is issued pursuant to and in conformity with a resolution of the Board of Supervisors of the County authorizing and approving the Loan Agreement and providing for the issuance and securing the payment of this Project Note (the “Resolution”), and reference is hereby made to the Resolution and the Loan Agreement for a more complete statement as to the source of payment of this Project Note and the rights of the owners of this Project Note.
A sufficient portion of the Loan Proceeds anticipated to be received under the Loan Agreement has been appropriated to the payment of this Project Note and may also be appropriated to the payment of other obligations issued to pay costs of the Project.
The County reserves the right to prepay part or all of this Project Note on any date hereafter upon terms of par and accrued interest. Notice of such redemption as aforesaid identifying the portion of this Project Note to be redeemed shall be mailed by certified mail to the registered owners thereof at the addresses shown on the County’s registration books not less than 10 days prior to such redemption date. All of the principal of this Project Note as to which the County exercises the right of redemption and as to which notice as aforesaid shall have been given and for the redemption of which funds are duly provided, shall cease to bear interest on the redemption date.
This Project Note is fully negotiable but shall be fully registered as to both principal and interest in the name of the owner on the books of the County in the office of the Registrar, after which no transfer shall be valid unless made on said books and then only upon presentation of this Project Note to the Registrar, together with either a written instrument of transfer satisfactory to the Registrar or the assignment form hereon completed and duly executed by the registered owner or the duly authorized attorney for such registered owner.
The County, the Registrar and the Paying Agent may deem and treat the registered owner hereof as the absolute owner for the purpose of receiving payment of or on account of principal hereof, premium, if any, and interest due hereon and for all other purposes, and the County, the Registrar and the Paying Agent shall not be affected by any notice to the contrary.
And It Is Hereby Certified and Recited that all acts, conditions and things required by the laws and Constitution of the State of Iowa, to exist, to be had, to be done or to be performed precedent to and in the issue of this Project Note were and have been properly existent, had, done and performed in regular and due form and time and that the total indebtedness of the County, including this Project Note, does not exceed any constitutional or statutory limitations.
IN TESTIMONY WHEREOF, Johnson County, Iowa, by its Board of Supervisors, has caused this Project Note to be sealed with its official seal, to be executed by its Chairperson and attested by its County Auditor, all the ________ day of January, 2007.
JOHNSON COUNTY, IOWA
By:
Chairperson, Board of Supervisors
Attest:
County Auditor
(Seal)
Section 4. The Project Note shall be executed as herein provided as soon after the adoption of this resolution as may be possible, and thereupon it shall be delivered to the Registrar for registration and delivery to the Lender, upon receipt of the note proceeds, and all action heretofore taken in connection with the Loan Agreement and the Project Note is hereby ratified and confirmed in all respects.
Section 5. It is the intention of the County that interest on the Project Note be and remain excluded from gross income for federal income tax purposes pursuant to the appropriate provisions of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations in effect with respect thereto (all of the foregoing herein referred to as the “Internal Revenue Code”). In furtherance thereof, the County covenants to comply with the provisions of the Internal Revenue Code as they may from time to time be in effect or amended and further covenants to comply with the applicable future laws, regulations, published rulings and court decisions as may be necessary to insure that the interest on the Project Note will remain excluded from gross income for federal income tax purposes. Any and all of the officers of the County are hereby authorized and directed to take any and all actions as may be necessary to comply with the covenants herein contained.
The County hereby designates the Project Note as a “Qualified Tax Exempt Obligation” as that term is used in Section 265(b)(3)(B) of the Internal Revenue Code.
Section 6. The Loan Proceeds anticipated to be received under the Loan Agreement are hereby appropriated to the payment of the Project Note and may also be appropriated to the payment of other obligations issued to pay costs of the Project.
Section 7. All resolutions or parts thereof in conflict herewith are hereby repealed to the extent of such conflict.
Motion by Stutsman, second by Sullivan, to approve Resolution 01-04-07-01.
Motion by Stutsman, second by Neuzil, to approve and authorize the Chairperson to sign a letter to City Development Board regarding the proposed voluntary annexation of approximately 120 acres into the City of Shueyville Iowa.
Adjourned to informal meeting at 9:07 a.m.
/s/ Pat Harney, Chair, Board of Supervisors
Attest: Tom Slockett, Auditor
By Casie Kadlec, Recording Secretary
These minutes were sent for publication and formal approval on January 11, 2007.