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276437 WHITE - CITY CLERK ��yyy PINK - FINANCE COUtICll �� CANARy�,. DEPART � T Y O F S A I N T PA U L BJ„UF - MAYOR File N O. �� " ncil Resolution Presented By � Referred To Committee: Date Out of Committee By Date RESOLUTION APPROVING AN AMENDMENT OF RESOLUTION NO. 79-12/19-5 OF THE HOUSING AND REDEVELOPMENT AUTHORITY OF THE CITY OF SAINT PAUL, MINNESOTA, REVISING PROCEDURES FOR REGISTRATION OF EXCHANGE AND TRANSFER OF HOUSING DEVELOPMENT REVENUE BONDS (GALLERY TOWERS PROJECT) . WHEREAS, the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, (the HRA) on December 19, 1979, adopted a Resolution, No. 79-12/19-5, approved by Resolution No. 274160 of the City Council adopted on December 20, 1979, authorizing the issuance and sale of Housing Development Revenue Bonds for the Gallery Towers Project, which are now outstanding in the form of a single registered bond numbered R-1, held by Northwestern National Bank of Minneapolis (the Bank) , subject to registration of transfer and exchange as provided in said resolution; and WHEREAS, the HIZA has adopted its Resolution No. 81-2�25-4 for the purpose of modifying certain procedures for the future execu- tion, registration and exchange of such Revenue Bonds and for the certification and verification of facts in connection therewith, to conform with procedures now developed for similar housing developments, without affecting in any respect the provisions heretofore made for the security of said Revenue Bonds in said Resolutions and in the Loan Agreement dated as of December l, 1979, and other documents referred to therein; and COUNCILMEN Yeas Nays Requestgd by Department of: Hunt Levine In Favor Maddox McMahon B Showaiter __ Against Y Tedesco wison Form Approved by City Attorney Adopted by Council: Date — Certified Passed by Council Secretary By By� Approved by Mayor: Date _ App ve by Mayor Eo u m�ssion to Council gy _ B WHITE - CITY CLERK �[r��. PINK '� - FINANCE nli CAN/C�iY R DEPARTMENT COIlI1C1I ��_� Bl,UE � - MAYOR G I T Y O F S A I N T F�A U L File N O. �" � uncil Resolution Presented By Referred To Committee: Date Out of Committee By Date 2. WHEREAS, the Bank and Gallery Towers, as parties to said Loan Agreement, have consented to such modifications; now, therefore, be it RESOLVED by the Council of the City of Saint Paul as follows: l. That the amendments to HRA Resolution No. 79-12/19-5 as set forth in HIZA Resolution No. 81-2�25-4 be and hereby are approved by the City. 2. That the amendments to the Loan Agreement and to the form of Revenue Bonds approved in paragraphs 2 and 3 of said HRA Resolution No. 79-12/19-5 be and hereby are approved by the City. COUNCILMEN Yeas Nays Requestgd by Department of: 'MrrN— Levine In Favo[ Maddox McMahon snowaite� --�--- Against BY n FEB 2 6 1981 Form Approved Cit Att e Ado ed bv Counc� : Date — --' � � l ertified P• _ed Coun � Secretary BY Approv y :Vlayor. a • g 2 � 198) Appr d y Mayor r ssio,n to Councii By BY r,._. .;.: ,, -� ...z r t� f L.✓.....rfk�,.:J .,.,-.. � I�v . , � � �.. . � , ' �� HOUSiN6 AND REDEVELOPMENT AUTHORiTY OF THE CITY OF SAtNT PAUL, MINNESOTA REPORT TO THE COMMISSIONERS DATE February 25, 1981 REGARDING REVISION OF PROCEDURES FOR FINANCING OF UNITS IN GALLERY TOWERS PROJECT/CD DISTRICT 17 On December 19, 1979 the HRA Board authorized the issuance and sale of $10 million of revenue bonds for the construction and permanent financing of units in the Gallery Tawers Project. The first units in the project are now nearing completion and closings on the mortgage loans for these units are anticipated within 30 days. In preparation fo� these closings, HRA and City staff discussed the procedures for approval of loan applications uf eligible borrowers and for the issuance and reg,istration of exchanged revenue bonds v�ith Northwestern National Bank (the bond holder), Bond Counsel, and the developer. As a result of these discussions it was agreed that certain modifications in the original procedures would be desirable. Basically, these modifications provide for a form of certification for eligible borrowers and for the maintenance of bond registration records by Northwestern National Bank. The proposed amendrnents will make these procedures consistent with those appro��ed b}� HRA in Decemher of 1980 for the Harkins/City Walk and Children's Hospital/Irvine HilI Projects. The proposed amendments do not effect the security of the revenue bonds. Staff requests that the Board approve the amendments as specifically described in the Resolution which is attached f or your consideration and approvaL . Steve Thompson 1 .� . �• ' � �/ 06 i� • the manual signature of an Authorized Representative ` of Northwestern National Bank of Minneapol.is, Minne- apolis, Minnesota, which is designated as Authenti- cating Agent. - CITY OF SAINT PAUL, MINNESOTA Ma.yor Attest: Countersigned: City Clerk Director of Finance and Management Services (SEAL) : HOUSING AND REDEVELOPMENT AUTHORITY OF THE CITY OF SAINT PAUL, MINNESOTA Chairman Attest: Secretary Executive Director (SEAL) . This is one of the Revenue Bonds issu.ed pursuant to the Resolution adopted December 19, 1979, referred � to herein. NORTHWESTERN NATIONAL BANK OF MINNEAPOLIS $y Authorized Representative • . . . :. � . �_ - , (c) The registration provisions shall be amended as follows: � "REGISTRATION OF TRANSFER The transfer of the within Revenue Bond to the holder last noted below has been registered on the ' ' books of the Housing and Redevelopment Authority of . the. City of Saint Paul, Minnesota, on the date indi- � ca�ed below and the Principal Balance thereof and interest thereon are payable to .said registered � holder from and after the date of the registra�tion. Name and � Authorized Address of Installments Signature Registered Da.�.e of Principal Due and of Regis�rar Holder Registration Balance _ Un ap id '' (d) Revenue Bond No. R-1, as heretofore delivered to the Bank, is amended by annexing thereto a ledger of payments of principal and issuance of new Revenue Bonds . in exchange for portions of the principal thereof, which the Bank shall maintain at all times until said Bond is fully paid, in substantially the following form: � "LEDGER OF PAYMENTS AND EXCHANGES dF PRINCIPAL The Principal Balance of the within Housirig De-- velopment Revenue Bond (Gallery Towers Project) num- bered R-1, the monthly installments of interest pay- � able thereon to September I, 1981, and the monthly � � installments of principal and interest payable coc�- mencing October 1, 1981, are reduced to the amounts shown opposite the date last noted below, by vir.tue af payments of principal and issuance of ;new Revenue Bonds in exchange for gortions of principal o� and prior to said date, as set forth below: � ' � . . � . .. . � � r. 1 , • � . �, �'�� , - ��t �� _ � RESOLUTION �NO. 8I- � RESOLUTION AMENDING RESOLUTION N0. 79-12/19-5 REVISING PROCEDURES FOR REGISTRATION OF EXCHANGE AND TRANSFER OF HOUSING LEVELOPMENT REVENUE BONDS � (GALLERY TOWERS PROJECT) WHEREAS, the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota (the HRA) on December 19, 1979, adopted a Resolution, No. 79-1'L/19-5, approved by Resolution of the City Council adopted on December 20, 1979, authorizing ' the issuance and sale of Housing Development Revenue Bonds for the Gallery Towers Project, which are now ou�standing in the form of a single re�istered bond numbered R-1, held by North- western National Bank of Minneapolis (the Bank) , subject to registration of transfer and exchange as provided in said resolution; and WHEREAS, it is desired to modify certain procedures for the future execution, registration and exchange of such Reve- nue Bonds and for the certification and verification of facts in connection therewith, to conform with procedures now de-- veloped for similar housing developments, without affecting in any respect the provisions heretofore made for the security of said Revenue Bonds in said Resolutions and ix� the Loan Agreement dated as of December l, 1979, and other documents referred to therein; and ' -�°�. - WHEREAS, the Bank and Gallery Towerss as parties to� said Loan Agr.eement, have consented to such modifications; NOW, THEREFORE, BE I� RESOLVED by the Board of Commis�ioners of the Housing and Redevelopment Authority of the City of Saint Paul; Mir�nesota, tr�at Resolutian No. 79-12/19-�, said Loan Agree- ment dated December 1, 1979, and the form of the Housing Develop-- _ ment Revenue Bonds referred to therein shall be amended as �ollows: le The Laan Agreement approved in paragraph 2 and here- tofore executed is authorized to be amended a.n accordance with the form of amendment now on file with i:he Secretary of the HRA, which has been reviewed to the extent necessary for the . purpose of this Resolution and is approved. Subject� to approval of this Resolution by the Council, the Mayor, City Clerk and . Director of Finance and Management Services of the City of Saint Paul and the Chairman, Secretary and Executive Director of the HRA are authorized and directed to execute the amendment in substantially the form presented but including such modif ica- tions, insertions and additions as a�� necessary and approPri� ate, insubstantial in nature, consisi�eni: with t�he Act and approved by the City Attorney prior �.o execution. The execuR tion of the amenclnient by said officers sha11 be canclusive. ` , evidence of the approval thereof by the CS.t�y and HRA. . � � � ..� 2.. The form of Revenue Bond approved in paragraph 3 shall be amPnded as follows: - (a) The seventh paragraph of the Revenue Bond shall be amended as follows: �� "This Revenue Bond is transferable upon the � books of the HRA at the office of Northwestern National Bank of Minneapolis, Minneapolis, Minnesota, which is designated as Bond Reg�.strar, by the regis- tered holder hereof in person or by its attorney duly suthorized in writing, but only upon surrender hereof .together with a written instrument of transfer satis- � factory to the Bond Registrar, stating the principal � balance of the Revenue Bond which is then outstanding � and the amounts, if any, of installments which are . then due and unpaid, duly executed by the registered . hold�er or its duly authorized attorney. Upon such transfer, the Bond Registrar will enter in the regis-- tration books and endorse on this Revenue Bond the date of registration, the principal balan�,e then out- standing, the amounts, if any, of installments then � � due and unpaid, and the name an�l address of the new � registered holder, and will sign such endorsement and deliver this Revenue Bond to the new registered holder. The City, the HRA and the Bond Registrar may deem and treat the person in. whose name this Revenue Bond is last registered iipon the registration books of the Bond Registrar, as noted hereon, as the absolute owner hereof for the purpose of receiving payment of or on account of the Principal Balance and interest and for all other purposes. All such pay- ments so made to tlie registered holder or u�on his � order shall be va�.id s�nd effectual_ ta satisfy and discharge the liability on this Revenue `Bond to the extent of the sum or sums so paid, and the City, the HRA and the Bond Registrar shall not be affected by. any notice to the contrary." (b) The last paragraph and signature blocl� of the � � Revenue Bond shall be amended as follows: "IN WITNESS WHEREOF the Ci�y has caused this � Revenue Bond to be duly executed by the manual or , facsimile signatures of the Mayor, City Clerk and Director of Finance and Management Services of the City and the Chairman, Secretary and Executive �Director of �the HRA and thei.r corporate seals or fac- similes thereof to be affixed hereto, as of December 1, 1979. However, this Revenue Bond shall not be � etfectiv� for any purpose until authenticated by _• . �. �_ ��`7 . n�te —�.r Principal � - Discharged . by Payment or Exchange . ____T___� - New Revenue � Bonds � Exchanged Bond No. � ____� , � Condominium Unit No. � � Reduced Principal Balance � Reduced � Interest Payments to 9/1/81 Reduced • Installments on and after � 10/1/81 Authorized Signature f or Bank �� 3. Paragraph 3 shall be amended as foll.ocas: "3. The offer of the Bank to purchase the Revenue Bonds upon the terms recited in this Resolution and in the Loan Agreement, and at a price equal. to the total principal amount required to be advanced under the Loan Agreement, is found to be reasonable and advantageous to the City. Subject to the approval of the City Council, the offer is accepted and the form of Revenue Bond sub- mitted to the HRA and on file with the HRA Secretary is approved. The Revenue Bonds shall be desigx�ated as Hous- ing Development Revenue Bonds (Gallery Towers Project), shall be dated as of December 1, 1979, and shall Ue issued in an aggregate principal amount not to exceed �10,OOO,p00. They shall be executed on behalf of the Ci�y by the manual or facsima.le signatures of the Mayor, C�ty Clerk and Direc- tor of Finance and Management Services of the Ci_ty, the . Chairman and Secretary of the HRA, and the HRA Director, and shali be sealed with the corporai�e seals of� the City : . • .. ,�.., � _ _ _ __.__.__ .- - . -. --- � . ti . . � � � � .�� and the �iRA or facsimiles thereof; and when so executed . shall be authenticated by the manual signature of a duly authorized representative of the Bank, which is designated as Authenticating Agent. They shall be delivered to the Bank, simultaneously with the execution and delivery of the Loan Agreement and Mortgage, initially in the form of � a single registered bond, numbered R-1, payable to the Bank or registered assigns, subject to registration of exchange for Revenue Bonds of smaller denominations as hereinafter set forth." 4. Paragraph 6 shall be�'amended as follows: � "6. (a) The principal of and interest on each - Revenue Bond shall be payable to the registered holder at the principal office of the Bank, at Minneapolis, Minne- sota, or at such otiher place as may be agreed upon with the registered holder, in lawful money of the United States. So long as any of the Revenue Bonds shall remain outstanding the HRA shall ma.intain at the affice of the Bank, which is designa�ed as Bond Registrar, books for the registratie� of exchange and transfer thereof. Each Revenue Bond shall be subject to registration of exchange and transfer only upon said books, by the registered holder thereof or by its attorney duly authorized in writing, upon delivery of a written instrument authorizing the exchange or transfer, satisfactory to the Registrar, stating the principal balance of the Revenue Bond which is then out- standing and the amounts, if any, of:`-installments which are then due and unpaid, and duly executed by the regis- tered holder or by its duly authorized attorney. (b) Upon the assumption by an Eligible Borrower of � any portion of the principal amount of Revenue Bond No. R-1, the Registrar shall issue in the name of the Bank or its tratisferee a new registerec: Reveiilie Bond in i:hat prin- cipal amount bearing a serial number different from that . of any other Revenue Bond contemporaneously outstanding, with the amount of the monthly installment payment com- puted and inserted as provided in paragragh 5(a}, and containing a reference to the uni� in the Project secur- ing that Revenue Bond; and the principal amount of Revenue Bond No. R-1 shall be reduced by a corresponding amount. � The reduction in the principal amount and the monthly " installments due on the reduced principal amoun� shall be reflected by the Registrar on Revenue Bond No. R-1 as pro- vided in para�raph 9(d) . . (c) Upon surrender of any Revenue Bond for registra- tion of transfer, the Registrar sha].1 enter in the regis-- tration books and endorse on the Revenue Bond the date of =egistfation, the principal balance then outstanding, the : � � . � ' - �_ � �1�� amounts, if any, of installments then due and`'unpaid, �and � the name and address of the new registered holder, and shall sign such endorsement on the Revenue Bond and de- � liver it to the new registered holder. � (d) The City, the HRA, the Registrar and any paying agent ma.y deem and treat the person in whose name any � - outstanding Revenue Bond shall be registered upon the registration books of the HRA as the absolute owner of such Bond, whether or not any payment thereon is overdue, - for the purpose of receiving payment of or on accaunt of the principal and interest and for all other purposes, � and all such payments so ma.de to any registered holder . or upon its order shall be valid and effectual to satisfy and discharge the liability upon the Revenue Bond to the extent of the sum or sums paid, and neithe r the City, the HRA, the Registrar nor any paying agent shall be affected by any notice to the contrary. For every such conversion or transfer the City, the HRA, the Registrar or the paying agent may make a charge sufficient to reimburse it for any tax, fee or other governmental charge required to be paid with respect thereto. " 5. Paragraph 8 shall be amended as follows: "8. Each application by an Eligible Borrower for � the financing of the purchase of a housing unit i�n the Project shall be made in form as prescribed by the HRA � Director, including certification of facts establihsing that th e applicant is an Eligible Borrower, as defined i� Section 5.04 of the Loan Agreement and accompanied b�: � (a) A copy of the promissory note to be executed by the applicant, payable to the order of the �IRA, in a principal amount which (with any aniount of cash trans- mitted to be deposited in the Collateral �Account� is equal to ninety percent (90%) of the purchase price of the un�t to be acquired by the Eligible Borrower, and � conforming as to interest rate and terms of payment and � redemption with the Revenue Bonds; � (b) A copy of the mortgage on the housing unit to � be given by the applicant to the Bank for the security of the payment of the promissory note and a 13.ke prin- - cipal amount of the Revenue Bonds, to be represented by a ne�� Revenue Bond issued in exchange for the same prin-- cipal amount of Revenue Bond No. R-1; which mortgage shall provide, among other things, that any sale, . �rans- fer or conveyance of the housing uni.L- , without� i:he prior written consent of the holder of the Kevenue Bond, shall be an Event of Default thereund�ry . i � (c) A written statement by a duly authorized offi- � cer of the Bank certifying: . � � � � � � � . � � A�. _ . .. .. . � . �,- � � � .. � ' �� (i) that �the Bank has made such investigation - as it deems. ne`cessar}� to ascertain and is satisf ied' as to the cre�it wortliiness of the applicant and the value of the housing unit in relation to the amount of the Loan assumed by the Eligible Borrower; (ii) that the promissory note and mortgage are in form and substance satisfactory to the Bank; � � (i�ii) the in�erest rate and term then deemed by the Bank to be available in the conventional mortgage market for a comparable mortgage loan; . (iv) the annualized amounts o£ pri.ncipal and interest (assuming the iY�terest rate and term referred to above),. � .taxes and insurance on the unit, payments for monthly parking in the ramp belo�v the housing unit, if any, and common expenses (as defined in Section 51�.02, Subdivision 8, Minnesota Statutes) , �nd the Adjusted Famil.y Income of � the applicant computed in accordance with Section 5.04 of the Loan Agreement. (v) that the Bank consents to and reSuests the assignment of the promissory note as security for a like principal amount of the Revenue Bonds issued and sold . pursuant to this Resolution, and the issuance of a Revenue Bond in that amount p�yable to the Bank, or to another holder in whose name the Bank requests registra- tion of transfer of said principal amount; (vi) }he principal amount theretofore disbursed with respect to Revenue Bond No. It-1, less any amount theretofore prepaid; . (��:�i.) the aggr.egate pr_incip�l su�n deposited or - to be deposited in the Collateral Account; (viii) the aggregate principal amount repre- sented by Revenue Bonds theretofore issued and then to be issued in exchange for Revenue Bond No. R-1; (ix) the principal amount of Revenue Bond No. R-1 to remain outstanding upon the issuance of the Revenue Band to be exchanged, ascertained by deducting the _ amounts stated in clause (viii) from the amount stated in clause (vi) ; and (x) that forthwith upon delivery.af the new Revenue Bot�c� the Bank will release the condominium unit therein described from the lien of the Mortg�ge securing the Loan, �.nd wi11 record such release and the mort�age i�. �substitution therefor securing the promissory note aud ne�� tevenue Bond; . : . ,'� , ~ � �_ . �}�� (xi) that the Bank has reviewed the application � - and accompanying documents and the representations ma.de therein and has interviewed the applicant; that based on such interview and review and to its best in- formation and belief, the applicant is an Eligible Bar- rower as defined in the Loan Agreement, and that, as required therein, the annual payments of principal, in- terest, taxes, insurance, payments for monthly �parking in the ramp below the hausing unit, it applicable, and common expenses with respect to the housing unit to be purchased, if a loan in the same amount were ma.de on terms available in the conventional mortgage market as determined �y the Bank in accordance with Section 5.04 of the Loan Agreement, would exceed one- fifth of the applicant's Adjusted Family Income and � that the amount of the loan does not exceed the ma.ximum limits permitted under the Loan Agreement; and (xii) that the Bank has advised the applicant that occupancy of the housing unit as a principal residence is a condition for the assumption of a por�ion of the Loan, and the Bank is unaware that the applicant does not intend to occupy the housing unit as a princi- pal residence; � (d) A certificate of the Developer, stating i�he agreed purchase price of the housing unit and cer�i- fying that, simultaneously with the delivery of the � Promissory Note, the Developer ��ill deposit in the Co1- lateral Account the amount, if any, l�y which ninety percent (90%) of the purchase price exceeds the principal amount of the Promissory Notes; and (e) A certificate of the mortgagor, stating tliat - the housing unit is to be occupied by the mortgagor as his principal residence, and otherwzse conforming to �he requirements of Section 5.04(I) of the Loan Agreement. 'r 6. Paragraph 9 shall be amended as iollo�as� "9. Upon receipt of th� application, documentss statement and certificates required in paragraph 8, the HRA Director, or the Director of Projects of tlie Renewal ' Division of the HRA or any other person to whom the HRA Director may delegate the functions described in this paragraph to be performed on behalf of the City, shall re- view the same to determine thai: �hey con�orm to paragraph 8, and in such revie�v may conclusively rely upon the accuracy of all statements and cer�a.fica�ions in said I � documents. If the review indicates compliance with ' paragraph 8, the HRA Director or oLher authorized person may: ., . , . . . - i: � � • . .•_ " (a) Endorse the Promissory Note on behalf of the - � City, without recourse, to the order of the Bank; � � (b) Direct the $ank as Registrar to cause a new Revenue Bond to be prepared for issuance in a denomina- . tion equal to the principal amount of the Promissory � Note, and to be registered in the name of the Bank or its assignee, in exchange and substitution for a like _ principal amount of Revenue Bond No. R-1; inserting the proper principal amount and installment amount and the description of the unit of the project to be mortgaged � to secure the Promissory Note and the Revenue Bond, and assigning a registration number to the Revenue Bond dif- ferent from the number of any �ther Revenue Bvnd contem- poraneously outsCanding; and (c) Direct the Bank to enter the Revenue Bond and . housing unit numbers appearing on the Ledger of Payments and Exchanges of Principal with respect to Revenue Bond _ No. R-1, together with the r.educed principal balance and , . monthly installments resulting from such exchange; pro- vided that �.f the aggregate principal amount of. the ne« Revenue Bonu and all others previously exchanged for Revenue Bond No. R-1 equals the total principal amount theretofore disbursed and not prepaid, Revenue Bond No. R-1 shall be surrenclered and canceled; and � (d) Authorize the new Revenue Bond to be executed and delivered to the registered holder. 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