Loading...
HomeMy WebLinkAboutORD 1988-180 1988-1992COUNTY OF HAWAII STATE OF HAWAII Bill No. 621 (Draft 4) ORDINANCE NO. ~8 ~~~ AN ORDINANCE AUTHORIZING THE ISSUANCE OF $10,200,000 GENERAL OBLIGATION BONDS OF THE COUNTY OF HAWAII FOR THE PURPOSE OF FINANCING THE CONSTRUCTION OF VARIOUS CAPITAL IMPROVEMENTS AND DESCRIBING THE SAME; FIXING THE FORM, DENOMINATIONS, AND CERTAIN OTHER FEATURES OF SUCH BONDS AND PROVIDING FOR THEIR SALE; AND AUTHORIZING THE ISSUANCE AND SALE OF A LIKE PRINCIPAL AMOUNT OF GENERAL OBLIGATION BOND ANTICIPATION NOTES IN ANTICIPATION OF THE ISSUANCE AND SALE OF SAID BONDS. BE IT ORDAINED BY THE COUNCIL OF THE COUNTY OF HAWAII: SECTION 1. Authorizing of Bonds. There are hereby authorized for issuance and sale general obligation bonds of the County of Hawaii, State of Hawaii (hereinafter referred to as the "County") in the principal amount of $10,200,000, the proceeds derived from the sale of which shall be used to pay all or part of the cost of appropriations for various public improvements of the County to be financed from general obligation bond funds made for the following improvements: (a) Hilo Sewer Treatment Plant kelocation $ 5,300,000 (b) Old Kona Airport Park Gym and Parking 3,500,000 (c) Kealakehe Wastewater Treatment Plant 1,400,000 $10,200,000 The proceeds may also be used to repay funds borrowed from the General Fund pursuant to one or more resolutions of the Council. LA/HAT SECTION 2. Details of Bonds. The general obligation bonds authorized for issuance and sale in Section 1 hereof shall be issued and sold in their entirety at one time as a separate issue, or from time to time in series, or as part of an issue of general obligation bonds of the County as shall be determined by the Director of Finance. All such Bonds shall be issued in fully registered form without coupons in the denominations of $5,000 each or any integral multiple thereof. The Bonds of a given series shall be labeled as to their series by reference to the year of issue letter designation in identifying the series and shall be numbered from R-1 upwards in order of maturity and the number of each Bond of a particular maturity within a given series shall be preceded by a serial designation for such maturity being the year of such maturity or shall be numbered in any other manner as the Director of Finance shall determine. The Bonds shall mature annually on the day in each year which is the anniversary of the date of the Bonds of such series, in substantially equal installments of principal or in substantially equal installments of principal and interest, the first of such maturities not being later than five years from the date of the bonds and the last of -2- such maturities not being later than twenty-five years from the date thereof. The Bonds may be redeemable prior to their stated maturities at any time or times on and after five years from their date at prices not exceeding 104$ of the principal amount thereof and shall bear interest at such rate or rates per annum, not exceeding eleven per centum (11~) per annum, as shall be specified in the bid accepted for the purchase of the Bonds of such series, if any bid therefor be accepted, such interest being payable on the day which is within six months from the date of the Bonds of such series and semiannually thereafter. The Bonds shall be dated the date of the acceptance, if any, of a bid for and the award of the Bonds. The Director of Finance is hereby authorized to determine, in accordance with and subject to the provisions of this ordinance, the series designation of the Bonds; the date of the Bonds; the interest payment dates thereof; the maturity dates thereof; the amount of principal maturing on each maturity date; the place or places at which the Bonds may be paid or registered, which may include the office of the Director of Finance; and whether or not the Bonds shall be subject to redemption prior to their stated maturities and, if subject to such prior redemption, -3- the times, prices, methods and other provisions for such prior redemption. SECTION 3. Redemption of Bonds. In the event any of the Bonds shall be subject to prior redemption and if any Bond (or portion thereof in installments of $5,000 or any integral multiple thereof) is to be redeemed, notice of redemption shall be given by first-class mail to the registered holders thereof, the underwriters, and to any registered securities depository to which the underwriters have directed delivery of the Bonds, and to one national information service that disseminates notices of redemption of obligations such as the Bonds or by publication of such notice in the Daily Bond Buyer or other financial paper published in either the cities of New York, New York, or San Francisco, California, not less than thirty (30) days prior to the redemption date, as the Director of Finance shall determine. If any Bond shall have been duly called for redemption and notice of such redemption duly given in the manner hereinbefore required, and if moneys for the payment of such Bond at the then applicable redemption price and the interest accrued on the principal amount thereof to the date of redemption are made or duly provided for by the County, interest shall cease to accrue and become payable from and after the date fixed for redemption. -4- SECTION 4. Registration, Exchange and Transfer of Bonds. At all times during which any Bond remains outstanding and unpaid, the registrar for such Bond shall keep or cause to be kept at its designated office bond registration books for the registration, exchange and transfer of such Bonds. Upon presentation at its designated office for such purpose, the registrar, subject to such reasonable regulations and fees as it may prescribe, shall register, exchange or transfer, or cause to be registered, exchanged or transferred, on the bond registration books the Bonds as hereinbefore set forth. The bond registration books shall at all times be open for inspection by the County or any duly authorized officer thereof. Any Bond may be exchanged at the designated office of the registrar for such series of Bonds for a like aggregate principal amount of such Bonds in other authorized principal sums of the same series, interest rate and maturity. Any Bond of any series may, in accordance with its terms, be transferred upon the bond registration books by the person in whose name it is registered, in person or by his duly authorized agent, upon surrender of such Bond to the registrar for such series for cancellation, accompanied by a written instrument of transfer duly executed by the registered owner in person or his duly authorized agent, in form satisfactory to the registrar. -5 - All transfers or exchanges pursuant to this Section shall be made without expense to the holder of such Bonds, except as otherwise herein provided, and except that the registrar for such series of Bonds shall require the payment by the holder of the Bond requesting such transfer or exchange of a service charge based on the registrar's then current fee schedule and any tax or other governmental charges required to be paid with respect to such transfer or exchange. All Bonds surrendered pursuant to this Section shall be cancelled. No transfer or exchange of Bonds shall be required to be made after the close of business of the fifteenth day of the calendar month next preceding any interest payment date for such series of Bonds, nor during the forty-five (45) days next preceding the date fixed for redemption of such Bonds. Whenever any Bond shall be surrendered for transfer or exchange, the County shall execute and deliver to the principal office of the registrar for such Bond, and the registrar shall prepare and authenticate, and send by registered mail to the owner or new owner thereof at his request, risk and expense, a new duly executed Bond or Bonds of the same series, interest rate and maturity and for a like aggregate principal sum registered on the bond registration books in such manner as the owner or transferee, as the case may be, may request. -6 - SECTION 5. Execution and Form of Fully Registered Bonds. The Bonds shall bear the manual signature of the Director of Finance of the County or a Deputy Director of Finance, shall bear the lithographed or engraved facsimile signature of the Mayor of the County of Hawaii and shall be sealed with the seal or a lithographed or engraved facsimile seal of the County. The Director of Finance may, at his election, sign such number of Bonds as he shall determine and deliver such signed Bonds to the registrar for safekeeping prior to the time such Bonds are actually issued, exchanged or transferred. The Director of Finance shall direct the registrar for the Bonds of any given series to authenticate such Bonds and no such Bond shall be valid or obligatory for any purpose unless and until the certificate of authentication endorsed on each Bond shall have been manually executed by an authorized officer of the registrar. The Bonds shall be designated and the form of the Bonds, the registrar's certificate of authentication and the assignment shall be substantially as follows, with such appropriate insertions, variations, and omissions as are required with respect to each Bond: (Form of Registered Bond - Front) UNITED STATES OF AMERICA STATE OF HAWAII COUNTY OF HAWAII GENERAL OBLIGATION PUBLIC IMPROVEMENT BOND SERIES 198 -~- Date of Registered Original Number Maturity Issue CUSIP R- , , 198 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS The County of Hawaii, State of Hawaii (the "County"), for value received, hereby promises to pay to the Registered Owner specified above, or registered assigns, on the maturity date specified above, unless this Bond shall have been called for prior redemption, upon surrender hereof, the principal amount specified above, and to pay to the Registered Owner hereof, interest at the rate specified above, payable 1, 19 and semiannually thereafter on the first day of and the first day of of each year until maturity or redemption, whichever shall first occur. Principal of and premium, if any, shall be paid at the corporate trust office of or its successor Paying Agent and Registrar (the "Registrar"), in any coin or currency of the United State of America which, at the time of payment, is legal tender for the payment of public or private debts, and interest shall be paid to the Registered Owner of record as of the Record Date by check drawn upon the Registrar and mailed to the Registered Owner at his or her address as it appears on the Bond registry books maintained by the Registrar. The Record Date is the fifteenth day of the month next preceding any interest payment date. -8- This Bond is a general obligation of the County of Hawaii, the interest and principal payments of which shall be a first charge on the general fund of said County. The full faith and credit of the County of Hawaii are irrevocably pledged to the punctual payment of the principal of and interest on this Bond according to its terms. Further provisions of this Bond are set forth on the reverse side hereof. This Bond is not valid unless the Registrar's Certificate of Authentication endorsed hereon is duly executed. IN WITNESS WHEREOF, the County of Hawaii has caused this Bond to be signed by its Director of Finance or a Deputy Director of Finance, to bear the lithographed or engraved facsimile signature of its Mayor, and to be sealed with a lithographed or engraved facsimile of its seal. (S E A L) Director of Finance or Deputy Director of Finance of the County of Hawaii Mayor of the County of Hawaii Date of Authentication: -9 - REGISTRAR'S CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the within mentioned proceeding. Printed on the reverse side is the text of the opinion of Bond Counsel, , signed copy of which is on file with the undersigned and dated as of the date of delivery of and payment for the Bonds. as Registrar By: Authorized Representative (Form of Registered Bond - Back) This Bond is one of a series designated "General Obligation Public Improvement Bonds, Series of like date, a denomination, and tenor, except as to number, interest rate, maturity, and date of registration. The Bonds of the series of which this Bond is one maturing (or portions of the principal amount thereof in installments of $5,000 or any integral multiple thereof) , 19 and thereafter are subject to redemption at the option of the County of Hawaii prior to the respective stated maturities thereof, on and after , 19 , and or any interest payment date thereafter, in inverse order of maturities, upon payment of par (or portion of the principal amount thereof to be redeemed) the -10- accrued interest thereon to the date fixed for redemption and the following redemption premiums expressed as a percentage of the principal amount redeemed. If less than all of the Bonds of any maturity are called for redemption, the Bonds or portion of the Bonds to be redeemed are to be selected as to maturities by the County and within any single maturity by lot in such manner as the Registrar shall determine. The portion of any Bonds to be redeemed must be in the principal amount of $5,000 or some integral multiple of $5,000 and, in selecting Bonds for redemption, the Registrar is required to treat each Bond as representing that number Bonds which is obtained by dividing the principal amount of that Bond by $5,000. In the event this bond is redeemable, as aforesaid, and this bond (or any portion of the principal sum hereof) shall be called for redemption, notice of the call for every redemption, identifying the Bonds (or portion of Bonds issued in a principal amount in excess of $5,000) to be redeemed, shall be given by the Registrar 30 days prior to the redemption date by mailing a copy of the redemption notice by first-class mail to the owners of the Bonds designated for redemption who appear as registered owners in the Bond registration books as of the close of business on the forty-fifth day (whether or not a business day) next preceeding the date fixed for redemption at their address shown on the registration books or by publication in The Bond Buyer, a financial paper published in the City of New York, New York or in -11- lieu of such publication in The Bond Buyer, by publication thereof in some other financial paper published in any of the cities of New York, New York, or San Francisco, California, the date of such Publication in any case to be at least thirty days prior to the date fixed for the redemption hereof. Failure to mail such notice or the failure of the registered holder of the Bond to receive such notice or any defect in such notice shall not affect the validity of any proceedings for the redemption of this Bond. If this Bond be of a denomination in excess of $5,000, portions of the principal sum hereof in installments of $5,000 or any multiple thereof may be redeemed and, if less than all of the principal sum hereof is to be redeemed, in such case upon the surrender of this Bond to the Registrar there shall be issued to the Registered Owner hereof, without charge therefor, for the then unredeemed balance of the principal sum hereof, a bond or bonds of like issue, maturity and interest rate in any of the authorized denominations provided by the proceedings authorizing this Bond. If this Bond (or any portion of the principal sum hereof) be redeemable and shall have been duly called for redemption and notice of such redemption duly given as aforesaid, and if on or before the redemption date there shall be deposited with the Registrar-Paying Agent sufficient funds to pay the principal amount hereof the be redeemed, the then applicable redemption premium and the interest accrued on the principal amount to be redeemed to the date of redemption, then this Bond (or the portion -12- of the principal sum hereof to be redeemed) shall become due and payable upon such redemption date and interest shall cease to accrue and become payable from and after the redemption date on the principal amount hereof to be redeemed. This Bond is one of a series of Bonds authorized by the Council of the County of Hawaii to be issued to provide funds for all or part of the appropriation for the construction of various capital improvements of the County of Hawaii. This Bond and the series of which it is a part are issued under and pursuant to and in full compliance with the Constitution and laws of the State of Hawaii, including Part I of Chapter 47, Hawaii Revised Statutes, as amended, the Charter of the County of Hawaii, and proceedings of the aforesaid Council duly taken thereunder. It is hereby certified, recited, and declared that all conditions, acts, and things essential to the validity of this Bond and the series of which it forms a part exist, have happened, and have been done; that every requirement of law affecting the issuance thereof has been duly complied with; and that the amount of this Bond and the series of which it forms a part, together with all other indebtedness of the County of Hawaii, is not in excess of any statutory or constitutional limitation of indebtedness. This Bond is a general obligation of the County of Hawaii, and the payment of the principal and interest hereof is a first charge on the general fund of such County. The full faith -13- and credit of the County are irrevocably pledged to the punctual payment of the principal of and interest on this Bond according to its terms. This Bond may be transferred by the Registered Owner hereof, or his duly authorized attorney, at the corporate trust office of the Registrar, upon surrender of this Bond accompanied by such executed instruments of transfer as the Registrar may require, subject to the limitations and upon payment of the charges, if any, provided in the proceedings authorizing this Bond. Upon any such transfer, a new registered Bond of the same maturity and in the same aggregate principal amount will be issued to the transferee. Bonds of one denomination may also be exchanged by the Registered Owner hereof for registered Bonds of other authorized denominations, upon surrender of the original Bonds accompanied by such executed transfer documents as the Registrar may require. The County, Paying Agent or Registrar may treat the person in whose name this Bond is registered on the registration books kept pursuant to the proceedings authorizing this Bond as the absolute owner of this Bond for all purposes, including payment, and neither the County nor the aforesaid paying agents and registrars shall be affected by any notice to the contrary. -14- ASSIGNMENT For value received, the undersigned Registered Owner sells, assigns, and transfers unto INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE (Name and Address of Assignee) the within Bond, and does hereby irrevocably constitute and appoint , Attorney to transfer this Bond on the books kept for registration with full power of substitution in the premises. Dated: , 19 Registered Owner Signature Guaranteed: SECTION 6. Sale of Bonds. Without any further authorization from or action by this Council but subject to the Provisions hereof and of applicable law, the Director of Finance is hereby authorized to issue and sell the Bonds at one time, or from time to time in series, or as part of an issue of general obligation bonds of the County. Without limiting the generality of the foregoing, with respect to the sale of the Bonds or of portions of the Bonds, the Director of Finance is hereby authorized to employ -15- bond counsel, paying agents, registrars and financial consultants as he may deem advisable, to select the date for such sale, to publish and distribute a Notice of Sale in such form and containing such terms and conditions as he may deem advisable, to distribute an Official Statement and such other information relating to the Bonds as he may deem advisable, to receive bids, upon notice, for the sale of the Bonds or the portion thereof being offered and to award the sale of the Bonds or the portion thereof being offered to the bidder offering the lowest interest cost therefor, provided that the Director of Finance may reserve the right to reject any and all bids. Subject to the provisions of Section 2 hereof, without further action of this Council, the Bonds shall bear interest at the rates per annum as specified in the bid or bids accepted. The Director of Finance and all officials of the County are hereby authorized to take such action and execute such orders, receipts and other documents as may be necessary or required to facilitate and to effectuate the issuance and sale of the Bonds or any portion thereof, and, if any bid therefor be accepted, to effectuate the preparation, execution and delivery thereof, in accordance with the provisions hereof and applicable law. SECTION 7. Authorization of Bond Anticipation Notes. General Obligation Bond Anticipation Notes are hereby authorized for issuance and sale by the Director of Finance in anticipation of the issuance and sale of the general obligation bonds authorized herein. The issuance and details of the notes shall be governed -16 - by the provisions of Section 47-2.2, Hawaii Revised Statutes, as amended, and such details as are approved by the Director of Finance are, subject to compliance with the provisions of Section 47-2.2, Hawaii Revised Statutes, as amended, hereby approved, without further action of this Council. Bonds in anticipation of which bond anticipation notes are issued pursuant to this section may be issued and sold in accordance with the provisions of this ordinance at any time within five years of the date of issuance of the first notes issued in anticipation of such Bonds. SECTION 8. Security for and Payment of the Bonds. The full faith and credit of the County are hereby pledged to the payment of the principal of and interest on the Bonds and the principal and interest payments shall be a first charge on the General Fund of the County. SECTION 9. Tax Covenant. The County hereby covenants with the holders from time to time of the Bonds and the notes authorized herein, that so long as any Bonds or notes shall be outstanding, no use of the proceeds thereof shall be made which would cause such Bonds or notes to be "arbitrage bonds" within the meaning of the Internal Revenue Code of 1986, as amended, (the "Code") and the regulations proposed and in effect under the Internal Revenue Code of 1954, as amended. -17- The County of Hawaii hereby also covenants and agrees that it will take all actions that may be required of it (including, without implied limitation, the timely filing of a federal information return with respect to the Bonds) so that the interest on the Bonds will be and remains excluded from gross income for federal income tax purposes, and will not take any actions which would adversely affect such exclusions. SECTION 10. CUSIP Identification Numbers. The Director of Finance may authorize the printing of CUSIP identification numbers upon the filing panel of the Bonds. Such numbers and the printing thereof shall be subject in all respects to the provisions of Section 47 -5 .5, Hawaii Revised Statutes, as amended. SECTION 11. Bond Insurance. If the original purchaser of the Bonds, or any portion thereof, shall procure insurance for the payment of the principal of and interest on such Bonds and desires that a statement with respect to such insurance shall be printed upon such Bonds, space shall be provided on the backs of the printed Bonds for the printing of such statement. The cost, if any, of the printing of any such statement upon the Bonds shall be at the expense of such original purchaser, and the County shall not have any liability with respect thereto. Should the procuring of such insurance or the printing of a statement of such insurance upon the back of the Bonds cause a delay either in the printing of the Bonds or in the delivery of and payment therefor, the County, after notifying the original purchaser of the same, shall proceed with the printing of such Bonds without a copy of such statement thereon, or shall proceed with the delivery of such Bonds without -18 - such insurance having been obtained, as the case may be, unless an agreement is reached between the County and the original purchaser of such Bonds extending the date of delivery of and payment for such Bonds. Neither the failure by the original purchaser of the Bonds to obtain any such insurance nor the failure to print on any Bonds a copy of a statement of insurance or any error with respect thereto shall constitute cause for failure or refusal by the original purchaser of the Bonds to accept delivery of and pay for such Bonds. If any such insurance on the Bonds shall be obtained by the original purchaser of such Bonds, (a) such insurance shall not constitute a part of the contract by and with the County evidenced by a particular Bond or constitute a part of the proceedings providing for the issuance thereof, and (b) no liability or responsibility shall attach to the County or any officer or agent thereof in any way by reason of any such insurance, including, without limiting the foregoing, with respect to the procuring, maintenance, enforcement or collection thereof. Without limiting the effect of the provisions of the next preceding sentence, the County shall be under no obligation to take or refrain from taking any action by reason of the existence of such insurance or any of the provisions thereof, even though the taking or refraining from taking of such action may result in or be cause for cancellation or cessation of such insurance. -19- SECTION 12. Conflicts. All ordinances or resolutions, and all parts of ordinances or resolutions, heretofore adopted by this Council which are in conflict or inconsistent with this ordinance shall be and are hereby repealed to the extent of such conflict or inconsistency. SECTION 13. Effective Date. This ordinance shall take effect upon its approval. Hilo, Hawaii Date of Introduction: Date of Adoption: Effective Date: September 7 1988 November 30 , 1988 December 13 1988 CERTIFICATE OF THE COUNTY CLERK I hereby certify that heretofore attached is a true and correct copy of Bill No. 621 , Draft 4 , which was passed on second and final reading by the Council of the County of Hawaii at its meeting held on November 30 1988, by the following vote: FOR ADOPTION: AGAINST ADOPTION: ABSENT AND NOT VOTING Hilo, Hawaii November 30 1988 INTRODUCED BY: NCI MEM OUNTY OF HAWA I 9 TOTAL - 9 p TOTAL - 0 p TOTAL - 0 p- ~~ i _ R. B. LEGASPI County Clerk County of Hawaii -20- ~~ATTEST: ~, RUSSELL S. KOKUB N Chairman and Presiding Officer Date of Transmittal to Mayor: December 6 1988 Approved this 13th day of December 19gg, /c ~~~ ~BE ARD K. KANA Mayor, County of Hawaii -21-