HomeMy WebLinkAbout2003-08-07 - Public Financing Corporation Meeting Minutes2003-55
MINUTES OF THE
YORBA LINDA WATER DISTRICT
PUBLIC FINANCING CORPORATION
BOARD OF DIRECTORS MEETING
August 7, 2003
10:12 A.M.
The August 7, 2003 meeting of the Yorba Linda Water District Public Financing Corporation
Board of Directors was called to order by President John W. Summerfield at 10:12 a.m. The
meeting was held at District Headquarters, 4622 Plumosa Drive, Yorba Linda.
Directors Present at Roll Call
John W. Summerfield, President
William R. Mills, Vice President
Paul R. Armstrong
Michael J. Beverage
Arthur C. Korn
Staff Present:
William J. Robertson, General Manager
Arthur G. Kidman, District General Counsel
Beverly Meza, Business Manager
Michael Payne, Assistant General Manager
Ken Vecchiarelli, Engineering Manager
Amelia Cloonan, Administrative Secretary
Visitors present: Tom DeMars, Financial Advisor, Fieldman, Rolapp & Associates
Michael Streams, Counsel, Stradling, Yocca, Carlson & Rauth
Joshua Lentz, Project Manager, Stradling, Yocca, Carlson & Rauth
Peter Rasmussen, the Yorba Linda Star
ACTION CALENDAR
1. Approve Waiver of Notice, and Consent to the Holding of the First Meeting of the Board of
Directors of the Corporation.
On a motion by Director Beverage, seconded by Vice President Mills, the Board of
Directors voted 5-0 to approve Waiver of Notice, and Consent to the Holding of the First
Meeting of the Board of Directors of the Corporation.
2. Consider adoption of a resolution in the form attached, ratifying the appointment of the first
directors of the Corporation, ratifying the By-Laws of the Corporation and the appointment
of officers.
On a motion by Vice President Mills, seconded by Director Beverage, the Board of
Directors on a Roll Call Vote, with Directors Armstrong, Beverage and Korn and President
Summerfield and Vice President Mills voting Yes, adopted Resolution 03-08-PFC, in the
form attached, ratifying the appointment of the first directors of the Corporation, ratifying
the By-Laws of the Corporation and the appointment of officers.
3. Adopt a conflict of interest code. A conflict of interest code will be adopted at a future
meeting.
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4. Establish a regular meeting schedule.
On a motion by Vice President Mills, seconded by Director Beverage, the Board of
Directors on a Roll Call Vote, with Directors Armstrong, Beverage and Korn and President
Summerfield and Vice President Mills voting Yes, agreed to readopt the By Laws of the
Corporation so that the By Laws call for one board meeting per year, such meeting to be
held with a three-day notice of the meeting.
5. Consider Resolution approving financial arrangements for the Highland Reservoir
renovation project and Richfield Plant administration building. William J. Robertson,
General Manager, presented the report.
On a motion by Director Beverage, seconded by Director Armstrong, the Board of
Directors on a Roll Call Vote, with Directors Armstrong, Beverage and Korn and President
Summerfield and Vice President Mills voting Yes, approved adoption of Resolution 03-09-
PFC in the form attached taking the following actions:
i. Authorizing the preparation, sale and delivery of Certificate of Participation in an
aggregate principal amount not to exceed $13,000,000, in accordance with the terms of
the Trust Agreement.
ii. Approving and authorizing the President or Vice President of the Corporation to
execute on behalf of the Corporation the following agreements and other instruments
necessary to authorize the Certificate of Participation financing of the Administrative
Building and Reservoir Replacement Project in substantially the form presented:
A. The Installment Purchase Agreement, by and between the Yorba Linda Water
District and the Yorba Linda Water District Public Financing Corporation,
dated as of August 1, 2003.
B. The Trust Agreement, by and among the U.S. Bank National Association, the
Yorba Linda Water District Public Financing Corporation and the Yorba Linda
Water District, dated as of August 1, 2003.
C. The Purchase Contract, by and among the Yorba Linda Water District, the
Yorba Linda Water District Public Financing Corporation and an underwriter
to be selected, the terms of which shall be subject to negotiation with the
underwriter.
iii. Take any other action to establish the YLWD Public Financing Corporation and to
take whatever action is necessary to authorize the financing arrangements for the
proposed Highland Reservoir renovation project and Richfield Plant administration
building.
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BOARD MEMBER COMMENTS/ITEMS FOR FUTURE CONSIDERATION
There were no comments.
ADJOURNMENT
On a motion b ector Korn, seconded by Vice President Mills, the Board of Directors voted
5-0 to adi at 10:3 a.m.
Secretary/General Manager
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