HomeMy WebLinkAboutResolution 1991 - 0051RESOLUTION NO.91-51-2
APPROVING A MASTER INTEREST EXCHANGE
AGREEMENT RELATED TO THE CAPITAL
IMPROVEMENT PROGRAM,1990-92 SERIES B
CERTIFICATES OF PARTICIPATION
A RESOLUTION OF THE BOARD OF DIRECTORS OF
COUNTY SANITATION DISTRICT NO.2 OF ORANGE
COUNTY,CALIFORNIA,APPROVING A MASTER
INTEREST EXCHANGE AGREEMENT AND CERTAIN
ACTIONS IN CONNECTION THEREWITH
WHEREAS,it has been proposed that this District,in
concert with the County Sanitation District Nos.1,2,3,5,6,7
and 11 (collectively,the “Participating Districts”),enter into a
Master Interest Exchange Agreement,dated as of May 1,1991,
between Merrill Lynch Capital Services,Inc.(“MLCS”)and the
Participating Districts (the “Exchange Agreement”),pursuant to
which the Participating Districts and MLCS may from time to time
enter into one or more transactions (each,a “Rate Swap
Transaction”),the proposed form of which Exchange Agreement has
been presented to this Board of Directors;and
WHEREAS,this District has determined that it is in the
best interest of the District and the residents within the District
to approve the Exchange Agreement and authorize and approve the
transactions contemplated thereby;and
NOW,THEREFORE,the Board of Directors of the District
does hereby resolve as follows:
Section 1 The form of the Exchange Agreement
presented to this Board of Directors is hereby approved.The
Chairman or Chairman pro tempore and the Board Secretary or a
Deputy Board Secretary are authorized and directed for and in the
name of the District to execute and deliver the Exchange Agreement
in the form hereby approved.The Exchange Agreement shall be
executed and delivered in the form hereby approved,with such
additions thereto or changes therein as are recommended or approved
by Special Counsel and General Counsel to the Participating
Districts and approved by such officers,such approval to be
conclusively evidenced by the execution and delivery thereof.
Section 2 The General Manager of the Participating
Districts (or,in the absence of the General Manager,the Director
of Finance)(the “Manager”)is hereby authorized to enter into,
from time to time,one or more Rate Swap Transactions pursuant to
the Exchange Agreement (as executed and delivered),subject to the
following limitations:
(a)the aggregate Notional Amount for all Rate Swap
Transactions shall not exceed $175,000,000;and
(b)the MLCS spread and other compensation with respect to
any individual Rate Swap Transaction shall not exceed
0.2%per annum of the Notional amount.
Section 3 The Chairman,Chairman pro tempore,Board
Secretary and any other officer,official or member of the staff of
the District is each authorized and directed,jointly and
severally,to do any and all things and to execute and deliver any
and all documents which they may deem necessary and advisable in
order to effectuate the purposes.of this Resolution,and such
actions previously taken by such officers are hereby ratified and
confirmed.
Section 4 This Resolution shall take effect
immediately upon its adoption.
PASSED AND ADOPTED at a regular meeting held April 10,
1991.
STATE OF CALIFORNIA)
)SS.
COUNTY OF ORANGE )
I,RITA J.BROWN,Secretary of the Board of Directors of County
Sanitation District No.2 of Orange County,California,do hereby certify that
the foregoing Resolution No.91-51—2 was passed and adopted at a regular
meeting of said Board on the 10th day of April,1991,by the following vote,
to wit:
AYES:John Collins,Chairman pro tern,Fred Barrera,Bob Bell,
A.B.“Buck”Catli.n,William D.Mahoney,Robert H.Main,
Pat McGuigan,Arthur G.Newton,Mark Schwing,Roger R.Stanton
NOES:None
ABSENT:Carrey J.Nelson,Irv Pickier
IN WITNESS WHEREOF,I have hereunto set my hand and affixed the official
seal of County Sanitation District No.2 of Orange County,California,this
10th day of April,1991.
II
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:
Rita J.Bro
,Secteta~ty
Board of Directôrsof County
Sanitation Dis,trict~No.2~~
of Orange County~California~‘‘~~‘
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