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PIC1985/02/19ANAHEIM PUBLIC IMPROVEMENT CORPORATION BOARD February 19, 1985, 10:00 A.M. PRESENT: BOARD MEMBERS: Pickler, Overholt and Roth ABSENT: BOARD MEMBERS: None VACANCIES: Two PRESENT: CITY MANAGER: William 0. Talley CITY ATTORNEY: William P. Hopkins ASSISTANT CITY ATTORNEY: Jack White CITY CLERK: Leonora N. Sohl Mayor Roth called the organizational meeting of the Anaheim Public Improvement Corporation to order and the following actions were taken: MINUTES: Board Member Pickler moved to approve the minutes: of the APIC organizational meeting of February 5, 1985. Board Member Overholt seconded the motion. MOTION CARRIED. CONSENT CALENDAR ITEMS: On motion by Board Member Pickler,'seconded by Board Member Roth, the following actions were authorized in accordance with the reports and recommendations furnished each Board Member and as listed on the Consent Calendar Agenda: President Roth asked if anyone wished to speak relative to the adoption of the Conflict of Interest Code for the Anaheim Public Improvement Corporation Board; there being no response, he closed the public hearing. Board Member Pickler offered Resolution No. APIC85 -6 for adoption. Refer to Resolution Book. 1. 186: RESOLUTION NO. APIC85 -6: A RESOLUTION OF THE ANAHEIM PUBLIC IMPROVEMENT CORPORATION ADOPTING A CONFLICT OF INTEREST CODE AND SUBMITTING SAID CODE TO THE CODE REVIEWING BODY. Roll Call Vote: AYES: BOARD MEMBERS: Pickler, Overholt and Roth NOES: BOARD MEMBERS: None VACANCIES: BOARD MEMBERS: Two President Roth declared Resolution No. APIC85 -6 duly passed and adopted. 2. 186/128: $4,585,000 CERTIFICATES OF PARTICIPATION CAPITAL IMPROVEMENT PROJECT B: Board Member Roth offered Resolution No. APIC85 -7 for adoption, authorizing the execution of the following lease agreement, assignment agreement, trust agreement, agency agreement, and certificate purchase agreement; and authorizing and directing certain actions with respect thereto. Lease agreement relating to capital improvements by and between Anaheim Public Improvement Corporation, as lessor and the City as lessee, dated as of March 1, 1985. 1 - ANAHEIM PUBLIC IMPROVEMENT CORPORATION BOARD February 19, 1985, 10:00 A.M. Assignment Agreement relating to capital improvements between the Corporation, as assignor, and the City, as assignee, dated as of March 1, 1985. Trust Agreement relating to capital improvements by and among Security Pacific National Bank, as Trustee, the Corporation and the City, dated as of March 1, 1985. Agency Agreement relating to acquisition, construction and installation of capital improvements, by and between the Corporation and the City, dated as of March 1, 1985. Purchase agreement dated February 19, 1985 relating to the Certificates of Participation evidencing a proportionate interest of the owners thereof in lease payments to be made by the City as rental for certain property pursuant to lease agreement with the Corporation, by and among Merrill Lynch Capital Markets, the Trustee, the Corporation and the City. Refer to Resolution Book. RESOLUTION NO. APIC85 -7: A RESOLUTION OF THE BOARD OF DIRECTORS OF THE ANAHEIM PUBLIC IMPROVEMENT CORPORATION APPROVING AND AUTHORIZING EXECUTION OF LEASE AGREEMENT, ASSIGNMENT, TRUST AGREEMENT, AGENCY AGREEMENT, AND '- CERTIFICATE PURCHASE AGREEMENT AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO. Roll Call Vote: AYES: BOARD MEMBERS: Pickler, Overholt and Roth NOES: BOARD MEMBERS: None VACANCIES: BOARD MEMBERS: Two President Roth declared Resolution No. APIC85 -7 duly passed and adopted. End of Consent Calendar. MOTIONS CARRIED. ADJOURNMENT: Board Director Roth moved to adjourn. Board Director Pickler seconded the motion. MOTION CARRIED. (10:11 a.m.) LEONORA N. SOHL, SECRETARY 0i