[HISTORY: Adopted by the Town Council of the Town of Smithfield
as indicated in article histories. Amendments noted where applicable.]
[Adopted 6-19-2012 by Ord. No. 2012-05]
A.
The sum of $227,000 is appropriated for the purchase and installation
of approximately 1,200 radio-based water meters with automatic meter
read modules in the Smithfield Water Supply Board service area (the
"project").
B.
In accordance with Chapter 45-12-2 of the Rhode Island General Laws,
the Town Manager and the Town Treasurer are authorized to borrow an
amount not exceeding $227,000 from the Rhode Island Clean Water Finance
Agency, and to evidence such loan, such officers are hereby authorized
to issue general obligation bonds of the Town in an amount not exceeding
$227,000 (the "bonds"), at one time or from time to time in order
to meet the foregoing appropriation.
C.
Said officers from time to time may issue and refund not exceeding $227,000 interest-bearing or discounted notes (the "notes") under Chapter 45-12-18 of the Rhode Island General Laws in anticipation of the issue of said bonds or in anticipation of the receipt of federal or state aid for the purposes specified in Subsection A hereof.
D.
The manner of sale and the forms, denominations, maturities, interest
rates and other details of the bonds and notes shall be fixed by the
said officers.
E.
Pending the issue of bonds under Subsection B hereof or pending or in lieu of the issue of notes under Subsection C hereof, the Finance Director may expend funds from the general treasury of the Town for the purposes specified in Subsection A hereof. Any advances made under this subsection shall be repaid without interest from the proceeds of bonds or notes issued hereunder or from the proceeds of applicable federal or state assistance or from other available funds.
F.
Said officers are also authorized, empowered and directed, in the
name and on behalf of the Town, to execute and deliver all documents
required to be executed and delivered in connection with the issuance
of the bonds and the notes, including, without limitation, a loan
agreement, all in such form and with such provisions as such officers
shall deem advisable.
G.
If the bonds and notes can be issued so that the interest thereon
is excludable from gross income for federal tax purposes, the Town
Manager and the Town Treasurer are hereby authorized, if required,
to take all lawful action necessary under the Internal Revenue Code
of 1986, as amended (the "Code"), to ensure that the interest on the
bonds and the notes will remain exempt from federal income taxation
to the extent provided in Section 103 of the Code, and to refrain
from taking any action which will cause interest on the bonds or notes
to lose the benefit of exclusion from gross income provided by Section
103(a) of the Code.
H.
This article is an affirmative action of the Town Council of the
Town toward the issuance of the bonds and notes in accordance with
the purposes of the laws of the state. This article constitutes the
Town's declaration of official intent, pursuant to Treasury Regulation
§ 1.150-2, to reimburse the Town funds and accounts for
certain capital expenditures for the project paid on or after the
date which is 60 days prior to the date of this article but prior
to the issuance of the bonds or notes. Such amounts to be reimbursed
shall be reimbursed not later than 18 months after a) the date on
which the expenditure is paid or b) the date the particular project
is placed in service or abandoned, but in no event more than three
years after the date the expenditure is paid.
[Adopted 1-7-2020 by Ord. No. 2020-01]
A.
Water infrastructure improvements. The sum of $3,000,000 is hereby
appropriated for the purpose of financing improvements to the Town
drinking water system, including costs of issuance and capitalized
interest, if any (the "Project").
B.
In order to meet the foregoing appropriation, the Town Manager and the Town Council President, each acting singly, are authorized to issue the Town's limited obligation bonds in an aggregate amount not to exceed $3,000,000 in one or more series and at one time or from time to time pursuant to Chapter 46- 12.8 of the Rhode Island General Laws of 1956, as amended, and Article II, C-2.12(4), and Article V, C-5.16, of the Smithfield Town Charter.
C.
The said officers, each acting singly, from time to time may issue
limited obligation bond anticipation notes in an amount not to exceed
$3,000,000 pursuant to Chapter 46-12.8 of the Rhode Island General
Laws of 1956, as amended, and Article V, C-5.16, of the Smithfield
Town Charter in anticipation of the issuance of said bonds. Said notes
may be sold at not less than par plus accrued interest.
D.
The bonds and notes shall be limited obligations of the Town payable
solely from revenues of the Town's drinking water system, including,
but not limited to, usage fees, service connection fees, annual service
and fire charges, water quality protection charges, connection and
disconnection fees and hydrant fees (the "Water System Revenues").
The bonds and notes shall not be general obligations of the Town.
The Town may issue bonds, notes or other obligations on a parity with
the bonds or notes authorized by this article.
E.
The manner of sale, amount, denominations, maturities, conversion
or registration privileges, interest rates, medium of payment, and
other terms, conditions and details of the bonds and notes authorized
herein may be fixed by the officers authorized to sign the bonds and
notes.
F.
Pending the issuance of bonds under Subsection B hereof or the notes under Subsection C hereof, the Finance Director may expend funds from the general treasury of the Town for the purposes specified in Subsection A hereof. Any advances made under this Subsection F shall be repaid without interest from the proceeds of bonds or notes issued hereunder or from the proceeds of applicable federal or state assistance or from other available funds.
G.
This article constitutes the Town's declaration of official
intent, pursuant to Treasury Regulation § 1.150-2, to reimburse
the Town funds and accounts for certain capital expenditures for the
Project paid on or after the date which is 60 days prior to the date
of this article, but prior to the issuance of the bonds or notes.
Such amounts to be reimbursed shall be reimbursed not later than 18
months after a) the date on which the expenditure is paid or b) the
date the particular portion of the Project is placed in service or
abandoned, but in no event more than three years after the date the
expenditure is paid.
H.
The Town Manager and the Town Council President, each acting singly,
are hereby authorized and instructed to take all actions, on behalf
of the Town, necessary to ensure that interest on the bonds and notes
will be excludable from gross income for federal income tax purposes
and to refrain from taking any action which would cause interest on
the bonds and notes to become subject to federal income taxes.
I.
The Town Manager and the Town Council President, each acting singly,
are also authorized, empowered and directed, on behalf of the Town,
to: a) execute, acknowledge and deliver a trust indenture (the "Trust
Indenture") by and between the Town and a corporate trustee (the "Trustee"),
one or more supplemental indentures (the "Supplemental Indentures")
relating to the bonds and any and all other loan agreements, documents,
certificates or instruments necessary to effectuate such borrowing;
b) amend, modify or supplement the Trust Indenture, Supplemental Indentures,
bonds or notes and any and all other loan agreements, documents, certificates
or instruments at any time and from time to time, in such manner and
for such purpose as such officers shall deem necessary, desirable
or advisable; c) pledge the Water System Revenues to secure payment
of the bonds or notes; d) direct the Trustee with regard to investments
of trust funds pursuant to the Trust Indenture; and e) do and perform
all such other acts and things deemed by said officers to be necessary,
desirable or advisable with respect to any matters contemplated by
this article in order to effectuate said borrowing and the intent
hereof.
J.
The Town Manager and the Town Council President, each acting singly,
are authorized to take all actions necessary to comply with federal
tax and securities laws, including Rule 15c2-12 of the Securities
and Exchange Commission (the "Rule") and, if required by the Rule,
to execute and deliver a Continuing Disclosure Certificate in connection
with the bonds in the form as shall be approved by the Town Manager
and the Town Council President in order to comply with the Rule. The
Town hereby covenants and agrees that it will comply with and carry
out all of the provisions of such Continuing Disclosure Certificate,
as it may be amended from time to time. Notwithstanding any other
provision of this article or the bonds, failure of the Town to comply
with such Continuing Disclosure Certificate shall not be considered
an event of default; however, any bondholder may take such actions
as may be necessary and appropriate, including seeking mandamus or
specific performance by court order, to cause the Town to comply with
its obligations under this section and under such Continuing Disclosure
Certificate.
K.
The Town Manager and the Town Council President, each acting singly,
are authorized, empowered and directed, on behalf of the Town, to:
a) execute, acknowledge and deliver any and all other documents, certificates
or instruments necessary to effectuate such borrowing, all in such
form and with such provisions as such officers shall deem advisable;
b) amend, modify or supplement the bonds and notes and any and all
other documents, certificates or instruments at any time and from
time to time, in such manner and for such purposes as such officers
shall deem necessary, desirable or advisable; c) do and perform all
such other acts and things deemed by such officers to be necessary,
desirable or advisable with respect to any matters contemplated by
this article in order to effectuate said borrowing and the intent
hereof.
