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HomeMy WebLinkAboutRESO 100793704935.5 046219 RSIND Resolution No. 10079 TEFRA Hearing Regarding Conduit Financing for Kehillah Jewish High School for the Purpose of Prepaying in Full or Part the California Municipal Finance Authority’s 2014 Tax-Exempt Loan (Kehillah Jewish High School) and the Financing and Refinancing of Construction, Improvement, Renovation, Furnishing and/or Equipping of Certain Facilities of Kehillah Jewish High School; and Approving the Issuance of a Tax-Exempt Loan by the California Municipal Finance Authority for this Purpose and Other Matters Relating Thereto R E C I T A L S A. Kehillah Jewish High School (the “Corporation”), a California nonprofit public benefit corporation and an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), has requested that the California Municipal Finance Authority (the “Authority”) participate in the issuance of one or more series of qualified 501(c)(3) tax-exempt loans in an aggregate principal amount not to exceed $10,500,000 (collectively, the “Loan”) in order to: (1) prepay in full or part the outstanding balance of the Authority’s 2014 Tax-Exempt Loan (Kehillah Jewish High School) (the “2014 Loan”); (2) finance or refinance the costs of construction, improvement, renovation, furnishing and equipping of the Corporation’s campus at 3900 Fabian Way, Palo Alto, California 94303 (the “Facilities”); and (3) pay various costs of executing and delivering the Loan and other related costs (collectively, the “2022 Projects”). The proceeds of the 2014 Loan were used by the Corporation to (A) refund the outstanding principal amount of the Authority’s Variable Rate Demand Revenue Bonds (Kehillah Jewish High School) Series 2009, the proceeds of which were loaned to the Corporation to enable the Corporation to finance or refinance the costs of the acquisition, construction, renovation and improvement of the Facilities; and (B) pay various costs of issuance and other related costs with respect to the 2014 Loan (the “2014 Projects,” and collectively with the 2022 Project, the “Projects”); and B. Pursuant to Section 147(f) of the Code, the issuance of the Loan by the Authority must be approved by the City of Palo Alto (the “City”) because the Projects are to be located within the territorial limits of the City; and C. The City Council of the City (the “City Council”) is the elected legislative body of the City and is one of the “applicable elected representatives” required to approve the issuance of the Loan under Section 147(f) of the Code; and D. The Authority has requested that the City Council approve the issuance of the Loan by the Authority in order to satisfy the public approval requirement of Section 147(f) of the Code and the requirements of Section 4 of the Joint Exercise of Powers Agreement Relating DocuSign Envelope ID: ED85232B-7AA1-44CE-81F6-E906E039FBB6 to the California Municipal Finance Authority, dated as of January 1, 2004 (the “Agreement”), among certain local agencies, including the City; and E. Pursuant to Section 147(f) of the Code, the City Council has, following notice duly given, held a public hearing regarding the issuance of the Loan, and now desires to approve the issuance of the Loan by the Authority; The Council of the City of Palo Alto RESOLVES as follows: Section 1. The foregoing recitals are true and correct. Section 2. The City Council, as the “applicable elected representative” of the governmental unit on behalf of which the Loan will be issued and having jurisdiction over the territorial limits in which the Projects are to be located, hereby approves the issuance of the Loan by the Authority. It is the purpose and intent of the City Council that this resolution constitute approval of the issuance of the Loan by the Authority for the purposes of: (a) Section 147(f) of the Code, by the applicable elected representative of the governmental unit having jurisdiction over the area in which the Projects are to be located, in accordance with said Section 147(f), and (b) Section 4 of the Agreement. Section 3. The issuance of the Loan shall be subject to approval of the Authority of all financing documents relating thereto to which the Authority is a party. The City shall have no responsibility or liability whatsoever with respect to repayment or administration of the Loan. Section 4. The adoption of this Resolution shall not obligate the City or any department thereof to (i) provide any financing with respect to the Projects; (ii) approve any application or request for or take any other action in connection with any planning approval, permit or other action necessary with respect to the Projects; (iii) make any contribution or advance any funds whatsoever to the Authority; or (iv) take any further action with respect to the Authority or its membership therein. Section 5. The officers of the City are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they deem necessary or advisable in order to carry out, give effect to and comply with the terms and intent of this resolution and the financing transaction approved hereby. / / / / / / / / DocuSign Envelope ID: ED85232B-7AA1-44CE-81F6-E906E039FBB6 Section 6. This resolution shall take effect immediately upon its adoption. INTRODUCED AND PASSED: October 17, 2022 AYES: BURT, CORMACK, DUBOIS, FILSETH, KOU, STONE TANAKA NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk Mayor APPROVED AS TO FORM: APPROVED: City Attorney City Manager DocuSign Envelope ID: ED85232B-7AA1-44CE-81F6-E906E039FBB6 Certificate Of Completion Envelope Id: ED85232B7AA144CE81F6E906E039FBB6 Status: Completed Subject: DocuSign: Resolution 10079 - TEFRA Kehillah Jewish High School Source Envelope: Document Pages: 3 Signatures: 4 Envelope Originator: Certificate Pages: 2 Initials: 0 Vinhloc Nguyen AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 250 Hamilton Ave Palo Alto , CA 94301 Vinhloc.Nguyen@CityofPaloAlto.org IP Address: 199.33.32.254 Record Tracking Status: Original 10/17/2022 2:35:40 PM Holder: Vinhloc Nguyen Vinhloc.Nguyen@CityofPaloAlto.org Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Palo Alto Location: DocuSign Signer Events Signature Timestamp Molly Stump Molly.Stump@CityofPaloAlto.org City Attorney City of Palo Alto Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.33.32.254 Sent: 10/17/2022 8:26:42 PM Viewed: 10/17/2022 8:27:12 PM Signed: 10/17/2022 8:27:22 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Ed Shikada Ed.Shikada@CityofPaloAlto.org Ed Shikada, City Manager City of Palo Alto Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.33.32.254 Sent: 10/17/2022 8:27:23 PM Viewed: 10/17/2022 8:28:22 PM Signed: 10/17/2022 8:28:29 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Patrick Burt pat@patburt.org Mr Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 98.37.159.0 Sent: 10/17/2022 8:28:30 PM Viewed: 10/18/2022 8:49:49 AM Signed: 10/18/2022 8:49:59 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lesley Milton Lesley.Milton@CityofPaloAlto.org City Clerk City Clerk Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 73.223.74.76 Signed using mobile Sent: 10/18/2022 8:50:00 AM Viewed: 10/18/2022 8:50:32 AM Signed: 10/18/2022 8:50:38 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 10/17/2022 8:26:42 PM Certified Delivered Security Checked 10/18/2022 8:50:32 AM Signing Complete Security Checked 10/18/2022 8:50:38 AM Completed Security Checked 10/18/2022 8:50:38 AM Payment Events Status Timestamps