April 10, 2007
MINUTES OF THE BROOKNEAL TOWN COUNCIL
7:00 PM – The regular meeting of the Brookneal Town Council
The municipal government of the Town of Brookneal met with the following members present:
Phyllis Campbell, Mayor
James Nowlin, Vice Mayor
Kenneth Jennings, Tracy Meisenbach, Richard Adams, and Robert Jean, Council Members
Bobbie Waller, Clerk/Treasurer
Mike Crews, Public Works Director
Ricky Cousins, Police Chief
Absent: Stacey Hailey
INVOCATION AND PLEDGE OF ALLEGIANCE TO THE FLAG
APPROVAL OF AGENDA
Upon motion by Kenneth Jennings, seconded by Richard Adams and unanimously carried, Council approved the agenda for the April 10, 2007, regular meeting of the Brookneal Town Council.
MINUTES
Upon motion by James Nowlin, seconded by Kenneth Jennings and unanimously carried, Council approved the March 13 and March 21, 2007, Town Council minutes.
TREASURER’S REPORT
Mayor Campbell asked that the April 2007 treasurer’s report be filed for audit.
PRESENTATION AND APPROVAL OF INVOICES
Be it resolved that motion was made by James Nowlin, seconded by Richard Adams and unanimously carried, authorizing the payment of the invoices for the period of March 14, 2007, to April 10, 2007, in the amount of $16,688.84.
PUBLIC COMMENT
No one appeared during public comment.
POLICE REPORT
Chief Cousins displayed some of the items that the Town has received from the USDA Grant and the Byrne Justice Assistance Grant. He received funds to purchase a windshield, tarp, and winch for the four wheeler from the USDA grant. He received enough funds from the Byrne Justice Assistance Grant to purchase two LE Commando automatic weapons that contain holographic sites. Chief Cousins stated that the Police Department has received another Byrne Justice Assistance Grant for 2007-2008 in the amount of $2,573 with the town matching an amount of $257. He has also applied for a DMV Grant for $22,193 which would allow him to purchase more equipment and would cover some overtime costs for the Police Department. He said the Police Department was also receiving a grant from the Attorney General’s office for senior citizen safety in the amount of $2,750.
PUBLIC WORKS REPORT
Public Works Director Mike Crews told the Council about an award that the water treatment plant had received from the Southeast Rural Community Assistance Project. The award will be presented at the Water is Life 2007 Celebration Luncheon on May 10, 2007. Mr. Paul Francis will be asked to attend to receive the award.
Mr. Crews said that the Town received the new backhoe on April 4, 2007. He also told the Council that the work being done by Moore’s Electric on the community building heating and air should be completed in the next month.
RESOLUTION AUTHORIZING PARTICIPATION IN A REGIONAL GRANT APPLICATION FOR WATER SUPPLY PLANNING FUNDS
Mr. Gary Christie of the Region 2000 Local Government Council told the Council that after the drought of 2001, the General Assembly agreed that all local governments will have a water resources plan. Local governments are now budgeting for the process. Public Works Director Mike Crews presented the following resolution for approval from the Council:
A Resolution authorizing the participation in a regional grant application for Water Supply Planning Funds from the Virginia Department of Environmental Quality
WHEREAS, the Virginia General Assembly has mandated the development of source water supply plans throughout the Commonwealth and the State Water Control Board has developed regulations to implement this planning process, and
WHEREAS, based upon these regulations, the Town of Brookneal is required to complete a water supply plan that fulfills these regulations by November 2, 2010, and
WHEREAS, all local or regional water supply program must include a variety of elements including:
- An assessment of projected water demand in accordance with the requirements of 9 VAC 25-780-100
- A description of water management actions in accordance with the requirements of 9 VAC 25-800-110 and 9 VAC 780-120, and
WHEREAS, the Virginia Department of Environmental Quality has announced the availability of grant funds to assist localities offset some of the costs related to the development of these plans and are encouraging localities to submit applications for grant funds using regional water supply plans, and
WHEREAS, the Town of Brookneal has recently participated in regional water supply planning with Region 2000 and neighboring jurisdictions and service authorities, and
WHEREAS, the region, through the Virginia’s Region 2000 Local Government Council, desires to secure DEQ grant funds to help offset a portion of the cost of the plan’s development and the Virginia’s Region 2000 Local Government Council has offered to coordinate the grant process.
NOW THEREFORE BE IT RESOLVED that the Virginia’s Region 2000 Local Government Council is authorized to develop an application for source water planning grant funds to offset to the extent feasible the cost of developing said regional water supply plan, and
BE IT FURTHER RESOLVED that the Virginia’s Region 2000 Local Government Council Executive Director is authorized to sign the DEQ grant contract and other appropriate documents related to the regional source water planning grant, and
BE IT FINALLY RESOLVED that The Town of Brookneal intends to provide up to $244 in matching funds for the project for work performed to meet the requirements of the regional water supply planning grant effort.
Upon motion by Kenneth Jennings, seconded by Tracy Meisenbach, and unanimously carried, adopted this 10th day of April, 2007, by the Brookneal Town Council.
__________________________________
Phyllis Campbell, Mayor
ATTESTED:
_________________________________________
Bobbie A. Waller, Clerk/Treasurer
A roll call vote was taken as follows:
Mr. Jean Aye
Mr. Adams Aye
Mr. Nowlin Aye
Ms. Meisenbach Aye
Mr. Jennings Aye
COMMUNITY BUILDING RESOLUTION FOR $20,000 & $32,600
The Council previously adopted a resolution in September 2006 authorizing the issuance, sale, and award of a $52,600.00 Community Facility General Obligation Bond for the community building and backhoe. At the time of the closing with the USDA on February 20, 2007, the $52,600 was divided into two bonds, one for $20,000, and one for $32,600. Mr. Tracey Shaw, Bond Council for the Town, requested that the resolution be split and that the Council adopt each resolution separately.
COMMUNITY BUILDING RESOLUTION FOR $20,000
Upon motion by Tracy Meisenbach, seconded by Richard Adams, and unanimously carried, Council voted to adopt the resolution authorizing the issuance, sale, and award of a $20,000 community facility general obligation bond.
A roll call vote was taken as follows:
Mr. Jennings Aye
Ms. Meisenbach Aye
Mr. Nowlin Aye
Mr. Adams Aye
Mr. Jean Aye
With all in favor, the motion carried adopting the following resolution:
A RESOLUTION AUTHORIZING THE ISSUANCE, SALE AND AWARD OF A $20,000.00 COMMUNITY FACILITY GENERAL OBLIGATION BOND, SERIES 2006 AND PROVIDING FOR THE FORM, DETAILS AND PAYMENT THEREOF
WHEREAS, the Town of Brookneal (the “Town”), is a public body politic and corporate of the Commonwealth of Virginia duly created by Charter under Ch. 420 of the Acts of Assembly of 1964, approved March 31, 1964, (the “Charter”) which Act repealed Ch. 60 of the Acts of Assembly of 1908, under which Act the Town had originally been established; and
WHEREAS, the United States of America acting through the Rural Housing Service (the “Government”), has offered to purchase the Town’s $20,000.00 Community Facility General Obligation Bond, Series 2006 upon certain terms and conditions as set forth in the letter dated August 10, 2005 and made a part of this Resolution, and bearing interest at the rate of 4.125%, and the Town, after mature consideration of the condition of the municipal bond market and other methods of selling its bonds, has determined to satisfy such terms and conditions and award the bond to the Government:
BE IT RESOLVED BY TOWN COUNCIL OF THE TOWN OF BROOKNEAL, VIRGINIA:
ARTICLE 1)
DEFINITIONS
Section a) Definitions: Whenever used in this resolution, unless a different meaning clearly appears from the context:
i) "Act" shall mean the Virginia Public Finance Act (Chapter 5.1, Title 15.1, Code of Virginia of 1950, as amended).
ii) "Closing Date" shall mean the date on which the Bond is delivered to the Government upon payment of the purchase price therefor.
iii) "Government" shall mean the United States of America, acting through Rural Housing Service, its successors and assigns.
iv) "Bond" shall mean the Town's $20,000.00 Community Facility General Obligation Bond, Series 2006 issued pursuant to Article 3, notwithstanding its series designation which may be changed pursuant to Section 9.7 prior to its issuance.
v) "Project" shall mean police vests, a backhoe and improvements to the Town community building.
ARTICLE 2)
AUTHORIZATION OF PROJECT
Section a) The Project: In order to improve facilities and equipment serving the citizens of the Town, the acquisition and construction of the Project was authorized by Resolution of the Town Council dated March 14, 2006.
Section b) Modification of Project: The Project may be modified by the Town; provided, however, that any such modification shall have been approved by the Government.
ARTICLE 3)
AUTHORIZATION, FORM, EXECUTION, DELIVERY,
REGISTRATION AND PREPAYMENT OF BOND
Section a) Authorization of Bond: There is hereby authorized to be issued a general obligation bond of the Town in the principal amount of $20,000.00 to provide funds to finance the Project. The Bond shall be designated “Town of Brookneal, Virginia $20,000.00 Community Facility General Obligation Bond, Series 2006.”
Section b) Details of Bond: The Bond shall be issued as a single fully registered bond without coupons in the denomination of $20,000.00, registered in the name of United States of America, Rural Housing Service, shall be numbered R-1, shall be dated the Closing Date, shall bear interest at the rate of four and one-eighth percent (4.125%) per year, and shall provide for payment of combined principal and interest of $1488.00 beginning one year following the Closing Date and continuing each year thereafter for a period of 19 years until paid. If not sooner paid, the final installment shall be due and payable 20 years from the Closing Date. The payment of every installment shall be applied first to interest accrued to the payment date and then to principal. In the event the Closing Date occurs on the 29th, 30th or 31st day of a month, the installment payment date shall be the 28th day of the month.
The Bond shall be delivered as a fully registered bond in the form substantially as set forth in Section 3.4.
Installments shall be payable in lawful money of the United States of America. Installments shall be payable by pre-authorized electronic debit for the account of the registered owner of the Bond at such address as shall be provided from time to time by the registered owner, except that the final installment shall be payable upon presentation and surrender of the Bond at the office of the Registrar.
Section c) Execution of Bond: The Bond shall be signed by the Mayor of the Town and countersigned by its Clerk and its seal shall be affixed thereto.
Section d) Form of Bond: The Bond shall be in substantially the following form:
No. R-1 $20,000.00
UNITED STATES OF AMERICA
COMMONWEALTH OF VIRGINIA
TOWN OF BROOKNEAL
The Town of Brookneal (the “Town”), a public body politic and corporate of the Commonwealth of Virginia duly created by charter under Ch. 420 of the Acts of Assembly of 1964, approved March 31, 1964, (the "Charter") which Act repealed Ch. 60 of the Acts of Assembly of 1908, under which Act the Town had originally been established, for value received, hereby promises to pay to the United States of America, Rural Housing Service, or registered assigns, the principal sum of
TWENTY THOUSAND DOLLARS
($20,000.00)
and to pay to the registered owner hereof interest on the unpaid principal from the date hereof until payment of the entire principal sum at the rate of four and one-eighth percent (4.125%) per year. Installments of combined principal and interest of $1488.00 are payable beginning on the first anniversary of the date hereof, and continuing on each anniversary date thereafter until the principal of this bond is paid in full, each installment to be applied first to interest accrued to such payment date and then to principal. The final installment, if not sooner paid, shall be due and payable 20 years from the date hereof. Such installments shall be payable in lawful money of the United States of America by pre-authorized electronic debit for the account of the registered owner of the Bond at such address as shall be provided from time to time by the registered owner, except that the final installment shall be payable upon presentation and surrender hereof at the office of the Registrar.
This bond has been authorized by a resolution adopted by the Town Council on September 12, 2006 (the “Bond Resolution”), and is issued pursuant to the Charter and the Virginia Public Finance Act to provide funds to finance police vests, a backhoe and improvements to the Town’s community building. A copy of the Bond Resolution is on file at the Town Hall, Brookneal, Virginia. This bond is a general obligation of the Town. Reference is hereby made to the Bond Resolution and any amendments thereto for the provisions, among others, describing the pledge and covenants securing the bond, the nature and extent of the security, the terms and conditions upon which the bond is issued, the rights and obligations of the Town and the rights of the bondholder.
Both principal of and interest on this bond constitute an indebtedness of and a pledge of the full faith and credit of the Town of Brookneal, Virginia. All revenues derived by the Town are hereby pledged to the payment of the principal of and interest on the bond.
Installments of principal due on this bond may be prepaid at the option of the Town at any time as a whole or in part from time to time (but if in part, in inverse order of their maturities), without premium. Prepayments of installments of principal shall not affect the obligation of the Town to pay the remaining installments payable as provided above.
This bond is fully registered as to both principal and interest. Transfer of this bond may be registered upon books maintained for that purpose by the Registrar. Prior to due presentment for registration of transfer the Registrar shall treat the registered owner as the person exclusively entitled to payment of principal and interest and the exercise of all other rights and powers of the owner.
All acts, conditions and things required by the Constitution and statutes of the Commonwealth of Virginia to happen, exist or be performed precedent to and in the issuance of this bond have happened, exist and have been performed.
IN WITNESS WHEREOF, the Town has caused this bond to be signed by its Mayor, to be countersigned by its Clerk, its seal to be affixed hereto and this bond to be dated __________, 2006.
COUNTERSIGNED:
_____________________________ ______________________________
Clerk, Town of Brookneal Mayor, Town of Brookneal
TRANSFER OF BOND
Transfer of this bond may be registered by the registered owner or his duly authorized attorney upon presentation hereof to the Registrar who shall make note of such transfer in books kept by the Registrar for that purpose and in the registration blank below.
Date of Name of Signature
Registration Registered Owner of Registrar
United States of America
_______________ Rural Housing Service ____________________
_______________ ________________________ ____________________
_______________ ________________________ ____________________
_______________ ________________________ ____________________
_______________ ________________________ ____________________
_______________ ________________________ ____________________
_______________ ________________________ ____________________
Section e) Registration and Exchange of Bond: The Treasurer of the Town is hereby appointed Registrar. Transfer of the Bond may be registered upon books maintained for that purpose at the office of the Registrar. Prior to due presentment for registration of transfer the Registrar shall treat the registered owner as the person exclusively entitled to payment of principal and interest and the exercise of all other rights and powers of the owners.
Section f) Delivery of Bond: The Mayor and the Clerk are hereby authorized and directed to take all proper steps to have the Bond prepared and executed in accordance with its terms and to deliver the Bond to the Government upon payment therefor. The Mayor and the Clerk are further authorized and directed to agree to and comply with, on behalf of the Town, any and all further conditions and requirements of the Government not inconsistent with this resolution in connection with its purchase of the Bond.
Section g) Disbursement Proceeds of Bond: Simultaneously with the delivery of the Bond, the proceeds from the sale thereof shall be applied to pay the cost of the Project.
Section h) Prepayment of Bond: Installments of principal due on the Bond may be prepaid at the option of the Town at any time as a whole or in part from time to time (and if in part, at the direction of the Town, in chronological order or in inverse order of their maturities), without premium, from any source. Prepayments of installments of principal shall not affect the obligation of the Town to pay the remaining installments payable as provided in Section 3.2. Any such advance payment shall not affect the amount of such installments or the interest accruing on the Bond.
ARTICLE 4)
REVENUES AND FUNDS
Section 4.1. Debt Service Reserve Fund: On each payment date for installments of principal and interest, in addition to the payment of the installment, the Town shall transfer to a special account designated the Debt Service Reserve Fund an amount equal to 10% of the installment payable on that date. When the balance in the Debt Service Reserve Fund shall equal the amount of one annual installment of principal and interest on the Bond, no further transfers to the Debt Service Reserve Fund shall be required. To the extent funds are not available from other revenues, the Town shall pay installments of principal and interest on the Bond from the Debt Service Reserve Fund as the same become due.
Section 4.2. Pledge of Debt Service Reserve Fund: All moneys in the Debt Service Reserve Fund are hereby pledged to the payment of the principal of and interest on the Bond.
ARTICLE 5)
SECURITY FOR DEPOSITS AND INVESTMENT OF FUNDS
Section a) Security for Deposits: All moneys on deposit with any bank or trust company shall be secured for the benefit of the Town and the holder of the Bond in the manner required by the Virginia Security for Public Deposits Act (Chapter 23, Title 2.1, Code of Virginia of 1950, as amended) or any successor provision of law.
ARTICLE 6)
PARTICULAR COVENANTS
Section a) Payment of Bond: The Town shall pay promptly, as provided herein, the principal of and interest on each of the Bond.
Section b) Insurance: The Town shall require and maintain such insurance coverage with respect to the Project as may be required by the Government. including without limitation:
i) insurance covering all insurable above-ground structures, equipment, electrical and other machinery forming a part of the Project;
ii) flood insurance covering all structures forming a part of the Project located in flood plains;
iii) public liability and property damage insurance;
iv) workmen's compensation insurance on all employees of the Town; and
v) fidelity bonds on all officers and employees of the Town entrusted with the receipt and disbursements of funds in an amount not less than the maximum amount of funds expected to be on hand at any one time with the Town naming the Government as a co-obligee.
Section c) Records and Reports: The Town shall establish and maintain such books and records relating to the operation of the Project and its financial condition and provide for an annual audit, all in such manner as may be required by the Government. Copies of all such audits shall be submitted to the Government as soon as they are obtained by the Town. The Town shall prepare and submit to the Government such additional information and reports as the Government may from time to time reasonably require.
Section d) Access to Books and Project: The Town shall provide to the Government at all reasonable times access to all books and records relating to the Project and access to the property of the Project so that the Government may ascertain that the Town is in compliance with all the provisions of this resolution and all other instruments incident to the purchase of the Bond by the Government.
Section e) Refinancing: The Town shall refinance the unpaid principal balance of the Bond upon the request of the Government if at any time it shall appear to the Government that the Town is able to do so with funds obtained from responsible private sources at reasonable rates and terms for loans for similar purposes and periods of time.
ARTICLE 7)
DISCHARGE
Section a) Discharge upon Payment of Bond: If the Bond shall have become due and payable in accordance with its terms or shall have been duly called for the prepayment and the full amount of the principal, interest and prepayment premium, if any, so due and payable upon the Bond shall have been paid at the time and in the manner provided therein and in this resolution, then the right, title and interest of the holder of the Bond in the revenues and the other moneys, funds and securities pledged under this resolution and all covenants, agreements and other obligations of the Town to the holder of the Bond under this resolution shall cease, terminate and be void and the Town shall be discharged from its obligations hereunder. In such event all moneys and securities not required for the payment of the principal, interest and prepayment premium, if any, on the Bond, may be used by the Town for any lawful purpose.
ARTICLE 8)
DEFAULT AND REMEDIES
Section a) Default and Remedies: Upon default by the Town (a) in the payment of principal of or interest on the Bond, (b) in the performance of any covenant or agreement contained in the Bond or in this resolution or (c) upon the filing of a petition in bankruptcy by the Town, the holder of the Bond at its option may:
i) declare the entire unpaid principal amount of the Bond then outstanding and accrued interest thereon to be immediately due and payable;
ii) incur and pay such reasonable expenses for the account of the Town as may be necessary to cure the cause of any default;
iii) proceed to protect and enforce its rights under the Bond and this resolution by a suit, action or special proceeding at law or in equity, either for the specific performance of any covenant or agreement or execution of any power or for the enforcement of any proper legal or equitable remedy as may be deemed most effectual to protect and enforce such rights.
Section b) Remedies Cumulative: No remedy conferred hereby is intended to be exclusive of any other remedy, and every remedy shall be cumulative and in addition to every other remedy herein or now or hereafter existing in equity, at law or by statute.
ARTICLE 9)
MISCELLANEOUS
Section a) Contract with Bondholder: The provisions of this resolution shall constitute a contract between the Town and the holder of the Bond for so long as any of the Bond and interest thereon are outstanding.
Section b) Town Officers and Agents: The officers and agents of the Town shall do all acts and things required of them by this resolution, the Bond and the Act for the complete and punctual performance of all the terms, covenants and agreements contained therein.
Section c) Limitation of Rights: Nothing expressed or mentioned in or to be implied from this resolution or the Bond is intended or shall be construed to give to any person or company other than the parties hereto and the holder of the Bond any legal or equitable right, remedy or claim under or in respect to this resolution or any covenants, conditions and agreements herein contained; this resolution and all of the covenants, conditions and agreements hereof being intended to be and being for the sole and exclusive benefit of the parties hereto and the holder of the Bond as herein provided.
Section d) Limitation of Liability of Officials of Town: No covenant, condition or agreement contained herein shall be deemed to be a covenant, agreement or obligation of a present or future member, officer, employee or agent of the Town in his individual capacity, and neither the members of the Town Council nor any officer thereof executing the Bond shall be liable personally on the Bond or be subject to any personal liability or accountability by reason of the issuance thereof. No member, officer, employee or agent of the Town shall incur any personal liability with respect to any other action taken by him pursuant to this resolution or the Act, provided he acts in good faith.
Section e) Conditions Precedent: Upon the issuance of any bonds all acts, conditions and things required by the Constitution and statutes of the Commonwealth of Virginia or this resolution to have happened, exist and to have been performed precedent to or in the issuance of such Bond shall have happened, exist and have been performed.
Section 9.6 Series Designation: In the event the Bond is not issued during calendar year 2006, the Mayor and Clerk of the Town are hereby authorized and directed to change the series designation to such other year as may be appropriate at the time of its issuance. Thereafter all references in this resolution to the Bond shall be deemed to refer to the $52,600.00 General Obligation Bond issued pursuant to Article 3 under its new series.
Section 9.7 Repeal of Resolutions in Conflict: All other resolutions, or parts thereof, in conflict with this resolution are hereby repealed except for such resolutions as may have been adopted by the Town at the specific request of the Government as a condition to its purchase of the Bond.
Section 9.8 Successors and Assigns: All the covenants, stipulations, promises and agreements of the Town contained in this resolution shall bind and inure to the benefit of its successors and assigns, whether so expressed or not.
Section 9.9 Headings: Any headings in this resolution are solely for convenience of reference and shall not constitute a part of the resolution nor shall they affect its meaning, construction or effect.
Section 9.10 Severability: If any court of competent jurisdiction shall hold any provision of this resolution to be invalid and unenforceable, such holding shall not invalidate any other provision hereof.
Section 9.11 Effective Date: This resolution shall take effect immediately. The Clerk of the Town is hereby authorized and directed to file a certified copy of this resolution in the office of the Town.
This Resolution was passed by a vote of the Brookneal Town Council on the 12th day of September, 2006.
_________________________________
Mayor
ATTEST:
_________________________________
Clerk of Council
COMMUNITY BUILDING RESOLUTION FOR $32,600
Upon motion by James Nowlin, seconded by Tracy Meisenbach, and unanimously carried, Council voted to adopt the resolution authorizing the issuance, sale, and award of a $32,600 community facility general obligation bond.
A roll call vote was taken as follows:
Mr. Jean Aye
Mr. Adams Aye
Mr. Nowlin Aye
Mr. Meisenbach Aye
Mr. Jennings Aye
With all in favor, the motion carried adopting the following resolution:
A RESOLUTION AUTHORIZING THE ISSUANCE, SALE AND AWARD OF A $32,600.00 COMMUNITY FACILITY GENERAL OBLIGATION BOND, SERIES 2006 AND PROVIDING FOR THE FORM, DETAILS AND PAYMENT THEREOF
WHEREAS, the Town of Brookneal (the “Town”), is a public body politic and corporate of the Commonwealth of Virginia duly created by Charter under Ch. 420 of the Acts of Assembly of 1964, approved March 31, 1964, (the “Charter”) which Act repealed Ch. 60 of the Acts of Assembly of 1908, under which Act the Town had originally been established; and
WHEREAS, the United States of America acting through the Rural Housing Service (the “Government”), has offered to purchase the Town’s $32,600.00 Community Facility General Obligation Bond, Series 2006 upon certain terms and conditions as set forth in the letter dated August 10, 2005 and made a part of this Resolution, and bearing interest at the rate of 4.125%, and the Town, after mature consideration of the condition of the municipal bond market and other methods of selling its bonds, has determined to satisfy such terms and conditions and award the bond to the Government:
BE IT RESOLVED BY TOWN COUNCIL OF THE TOWN OF BROOKNEAL, VIRGINIA:
ARTICLE 10)
DEFINITIONS
Section a) Definitions: Whenever used in this resolution, unless a different meaning clearly appears from the context:
i) "Act" shall mean the Virginia Public Finance Act (Chapter 5.1, Title 15.1, Code of Virginia of 1950, as amended).
ii) "Closing Date" shall mean the date on which the Bond is delivered to the Government upon payment of the purchase price therefor.
iii) "Government" shall mean the United States of America, acting through Rural Housing Service, its successors and assigns.
iv) "Bond" shall mean the Town's $32,600.00 Community Facility General Obligation Bond, Series 2006 issued pursuant to Article 3, notwithstanding its series designation which may be changed pursuant to Section 9.7 prior to its issuance.
v) "Project" shall mean police vests, a backhoe and improvements to the Town community building.
ARTICLE 11)
AUTHORIZATION OF PROJECT
Section a) The Project: In order to improve facilities and equipment serving the citizens of the Town, the acquisition and construction of the Project was authorized by Resolution of the Town Council dated March 14, 2006.
Section b) Modification of Project: The Project may be modified by the Town; provided, however, that any such modification shall have been approved by the Government.
ARTICLE 12)
AUTHORIZATION, FORM, EXECUTION, DELIVERY,
REGISTRATION AND PREPAYMENT OF BOND
Section a) Authorization of Bond: There is hereby authorized to be issued a general obligation bond of the Town in the principal amount of $32,600.00 to provide funds to finance the Project. The Bond shall be designated “Town of Brookneal, Virginia $32,600.00 Community Facility General Obligation Bond, Series 2006.”
Section b) Details of Bond: The Bond shall be issued as a single fully registered bond without coupons in the denomination of $32,600.00, registered in the name of United States of America, Rural Housing Service, shall be numbered R-1, shall be dated the Closing Date, shall bear interest at the rate of four and one-eighth percent (4.125%) per year, and shall provide for payment of combined principal and interest of $2426.00 beginning one year following the Closing Date and continuing each year thereafter for a period of 19 years until paid. If not sooner paid, the final installment shall be due and payable 20 years from the Closing Date. The payment of every installment shall be applied first to interest accrued to the payment date and then to principal. In the event the Closing Date occurs on the 29th, 30th or 31st day of a month, the installment payment date shall be the 28th day of the month.
The Bond shall be delivered as a fully registered bond in the form substantially as set forth in Section 3.4.
Installments shall be payable in lawful money of the United States of America. Installments shall be payable by pre-authorized electronic debit for the account of the registered owner of the Bond at such address as shall be provided from time to time by the registered owner, except that the final installment shall be payable upon presentation and surrender of the Bond at the office of the Registrar.
Section c) Execution of Bond: The Bond shall be signed by the Mayor of the Town and countersigned by its Clerk and its seal shall be affixed thereto.
Section d) Form of Bond: The Bond shall be in substantially the following form:
No. R-1 $32,600.00
UNITED STATES OF AMERICA
COMMONWEALTH OF VIRGINIA
TOWN OF BROOKNEAL
The Town of Brookneal (the “Town”), a public body politic and corporate of the Commonwealth of Virginia duly created by charter under Ch. 420 of the Acts of Assembly of 1964, approved March 31, 1964, (the "Charter") which Act repealed Ch. 60 of the Acts of Assembly of 1908, under which Act the Town had originally been established, for value received, hereby promises to pay to the United States of America, Rural Housing Service, or registered assigns, the principal sum of
THIRTY TWO THOUSAND SIX HUNDRED DOLLARS
($32,600.00)
and to pay to the registered owner hereof interest on the unpaid principal from the date hereof until payment of the entire principal sum at the rate of four and one-eighth percent (4.125%) per year. Installments of combined principal and interest of $2426.00 are payable beginning on the first anniversary of the date hereof, and continuing on each anniversary date thereafter until the principal of this bond is paid in full, each installment to be applied first to interest accrued to such payment date and then to principal. The final installment, if not sooner paid, shall be due and payable 20 years from the date hereof. Such installments shall be payable in lawful money of the United States of America by pre-authorized electronic debit for the account of the registered owner of the Bond at such address as shall be provided from time to time by the registered owner, except that the final installment shall be payable upon presentation and surrender hereof at the office of the Registrar.
This bond has been authorized by a resolution adopted by the Town Council on September 12, 2006 (the “Bond Resolution”), and is issued pursuant to the Charter and the Virginia Public Finance Act to provide funds to finance police vests, a backhoe and improvements to the Town’s community building. A copy of the Bond Resolution is on file at the Town Hall, Brookneal, Virginia. This bond is a general obligation of the Town. Reference is hereby made to the Bond Resolution and any amendments thereto for the provisions, among others, describing the pledge and covenants securing the bond, the nature and extent of the security, the terms and conditions upon which the bond is issued, the rights and obligations of the Town and the rights of the bondholder.
Both principal of and interest on this bond constitute an indebtedness of and a pledge of the full faith and credit of the Town of Brookneal, Virginia. All revenues derived by the Town are hereby pledged to the payment of the principal of and interest on the bond.
Installments of principal due on this bond may be prepaid at the option of the Town at any time as a whole or in part from time to time (but if in part, in inverse order of their maturities), without premium. Prepayments of installments of principal shall not affect the obligation of the Town to pay the remaining installments payable as provided above.
This bond is fully registered as to both principal and interest. Transfer of this bond may be registered upon books maintained for that purpose by the Registrar. Prior to due presentment for registration of transfer the Registrar shall treat the registered owner as the person exclusively entitled to payment of principal and interest and the exercise of all other rights and powers of the owner.
All acts, conditions and things required by the Constitution and statutes of the Commonwealth of Virginia to happen, exist or be performed precedent to and in the issuance of this bond have happened, exist and have been performed.
IN WITNESS WHEREOF, the Town has caused this bond to be signed by its Mayor, to be countersigned by its Clerk, its seal to be affixed hereto and this bond to be dated __________, 2006.
COUNTERSIGNED:
_____________________________ ______________________________
Clerk, Town of Brookneal Mayor, Town of Brookneal
TRANSFER OF BOND
Transfer of this bond may be registered by the registered owner or his duly authorized attorney upon presentation hereof to the Registrar who shall make note of such transfer in books kept by the Registrar for that purpose and in the registration blank below.
Date of Name of Signature
Registration Registered Owner of Registrar
United States of America
_______________ Rural Housing Service ____________________
_______________ ________________________ ____________________
_______________ ________________________ ____________________
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Section e) Registration and Exchange of Bond: The Treasurer of the Town is hereby appointed Registrar. Transfer of the Bond may be registered upon books maintained for that purpose at the office of the Registrar. Prior to due presentment for registration of transfer the Registrar shall treat the registered owner as the person exclusively entitled to payment of principal and interest and the exercise of all other rights and powers of the owners.
Section f) Delivery of Bond: The Mayor and the Clerk are hereby authorized and directed to take all proper steps to have the Bond prepared and executed in accordance with its terms and to deliver the Bond to the Government upon payment therefor. The Mayor and the Clerk are further authorized and directed to agree to and comply with, on behalf of the Town, any and all further conditions and requirements of the Government not inconsistent with this resolution in connection with its purchase of the Bond.
Section g) Disbursement Proceeds of Bond: Simultaneously with the delivery of the Bond, the proceeds from the sale thereof shall be applied to pay the cost of the Project.
Section h) Prepayment of Bond: Installments of principal due on the Bond may be prepaid at the option of the Town at any time as a whole or in part from time to time (and if in part, at the direction of the Town, in chronological order or in inverse order of their maturities), without premium, from any source. Prepayments of installments of principal shall not affect the obligation of the Town to pay the remaining installments payable as provided in Section 3.2. Any such advance payment shall not affect the amount of such installments or the interest accruing on the Bond.
ARTICLE 13)
REVENUES AND FUNDS
Section 4.1. Debt Service Reserve Fund: On each payment date for installments of principal and interest, in addition to the payment of the installment, the Town shall transfer to a special account designated the Debt Service Reserve Fund an amount equal to 10% of the installment payable on that date. When the balance in the Debt Service Reserve Fund shall equal the amount of one annual installment of principal and interest on the Bond, no further transfers to the Debt Service Reserve Fund shall be required. To the extent funds are not available from other revenues, the Town shall pay installments of principal and interest on the Bond from the Debt Service Reserve Fund as the same become due.
Section 4.2. Pledge of Debt Service Reserve Fund: All moneys in the Debt Service Reserve Fund are hereby pledged to the payment of the principal of and interest on the Bond.
ARTICLE 14)
SECURITY FOR DEPOSITS AND INVESTMENT OF FUNDS
Section a) Security for Deposits: All moneys on deposit with any bank or trust company shall be secured for the benefit of the Town and the holder of the Bond in the manner required by the Virginia Security for Public Deposits Act (Chapter 23, Title 2.1, Code of Virginia of 1950, as amended) or any successor provision of law.
ARTICLE 15)
PARTICULAR COVENANTS
Section a) Payment of Bond: The Town shall pay promptly, as provided herein, the principal of and interest on each of the Bond.
Section b) Insurance: The Town shall require and maintain such insurance coverage with respect to the Project as may be required by the Government. including without limitation:
i) insurance covering all insurable above-ground structures, equipment, electrical and other machinery forming a part of the Project;
ii) flood insurance covering all structures forming a part of the Project located in flood plains;
iii) public liability and property damage insurance;
iv) workmen's compensation insurance on all employees of the Town; and
v) fidelity bonds on all officers and employees of the Town entrusted with the receipt and disbursements of funds in an amount not less than the maximum amount of funds expected to be on hand at any one time with the Town naming the Government as a co-obligee.
Section c) Records and Reports: The Town shall establish and maintain such books and records relating to the operation of the Project and its financial condition and provide for an annual audit, all in such manner as may be required by the Government. Copies of all such audits shall be submitted to the Government as soon as they are obtained by the Town. The Town shall prepare and submit to the Government such additional information and reports as the Government may from time to time reasonably require.
Section d) Access to Books and Project: The Town shall provide to the Government at all reasonable times access to all books and records relating to the Project and access to the property of the Project so that the Government may ascertain that the Town is in compliance with all the provisions of this resolution and all other instruments incident to the purchase of the Bond by the Government.
Section e) Refinancing: The Town shall refinance the unpaid principal balance of the Bond upon the request of the Government if at any time it shall appear to the Government that the Town is able to do so with funds obtained from responsible private sources at reasonable rates and terms for loans for similar purposes and periods of time.
ARTICLE 16)
DISCHARGE
Section a) Discharge upon Payment of Bond: If the Bond shall have become due and payable in accordance with its terms or shall have been duly called for the prepayment and the full amount of the principal, interest and prepayment premium, if any, so due and payable upon the Bond shall have been paid at the time and in the manner provided therein and in this resolution, then the right, title and interest of the holder of the Bond in the revenues and the other moneys, funds and securities pledged under this resolution and all covenants, agreements and other obligations of the Town to the holder of the Bond under this resolution shall cease, terminate and be void and the Town shall be discharged from its obligations hereunder. In such event all moneys and securities not required for the payment of the principal, interest and prepayment premium, if any, on the Bond, may be used by the Town for any lawful purpose.
ARTICLE 17)
DEFAULT AND REMEDIES
Section a) Default and Remedies: Upon default by the Town (a) in the payment of principal of or interest on the Bond, (b) in the performance of any covenant or agreement contained in the Bond or in this resolution or (c) upon the filing of a petition in bankruptcy by the Town, the holder of the Bond at its option may:
i) declare the entire unpaid principal amount of the Bond then outstanding and accrued interest thereon to be immediately due and payable;
ii) incur and pay such reasonable expenses for the account of the Town as may be necessary to cure the cause of any default;
iii) proceed to protect and enforce its rights under the Bond and this resolution by a suit, action or special proceeding at law or in equity, either for the specific performance of any covenant or agreement or execution of any power or for the enforcement of any proper legal or equitable remedy as may be deemed most effectual to protect and enforce such rights.
Section b) Remedies Cumulative: No remedy conferred hereby is intended to be exclusive of any other remedy, and every remedy shall be cumulative and in addition to every other remedy herein or now or hereafter existing in equity, at law or by statute.
ARTICLE 18)
MISCELLANEOUS
Section a) Contract with Bondholder: The provisions of this resolution shall constitute a contract between the Town and the holder of the Bond for so long as any of the Bond and interest thereon are outstanding.
Section b) Town Officers and Agents: The officers and agents of the Town shall do all acts and things required of them by this resolution, the Bond and the Act for the complete and punctual performance of all the terms, covenants and agreements contained therein.
Section c) Limitation of Rights: Nothing expressed or mentioned in or to be implied from this resolution or the Bond is intended or shall be construed to give to any person or company other than the parties hereto and the holder of the Bond any legal or equitable right, remedy or claim under or in respect to this resolution or any covenants, conditions and agreements herein contained; this resolution and all of the covenants, conditions and agreements hereof being intended to be and being for the sole and exclusive benefit of the parties hereto and the holder of the Bond as herein provided.
Section d) Limitation of Liability of Officials of Town: No covenant, condition or agreement contained herein shall be deemed to be a covenant, agreement or obligation of a present or future member, officer, employee or agent of the Town in his individual capacity, and neither the members of the Town Council nor any officer thereof executing the Bond shall be liable personally on the Bond or be subject to any personal liability or accountability by reason of the issuance thereof. No member, officer, employee or agent of the Town shall incur any personal liability with respect to any other action taken by him pursuant to this resolution or the Act, provided he acts in good faith.
Section e) Conditions Precedent: Upon the issuance of any bonds all acts, conditions and things required by the Constitution and statutes of the Commonwealth of Virginia or this resolution to have happened, exist and to have been performed precedent to or in the issuance of such Bond shall have happened, exist and have been performed.
Section 9.6 Series Designation: In the event the Bond is not issued during calendar year 2006, the Mayor and Clerk of the Town are hereby authorized and directed to change the series designation to such other year as may be appropriate at the time of its issuance. Thereafter all references in this resolution to the Bond shall be deemed to refer to the $52,600.00 General Obligation Bond issued pursuant to Article 3 under its new series.
Section 9.7 Repeal of Resolutions in Conflict: All other resolutions, or parts thereof, in conflict with this resolution are hereby repealed except for such resolutions as may have been adopted by the Town at the specific request of the Government as a condition to its purchase of the Bond.
Section 9.8 Successors and Assigns: All the covenants, stipulations, promises and agreements of the Town contained in this resolution shall bind and inure to the benefit of its successors and assigns, whether so expressed or not.
Section 9.9 Headings: Any headings in this resolution are solely for convenience of reference and shall not constitute a part of the resolution nor shall they affect its meaning, construction or effect.
Section 9.10 Severability: If any court of competent jurisdiction shall hold any provision of this resolution to be invalid and unenforceable, such holding shall not invalidate any other provision hereof.
Section 9.11 Effective Date: This resolution shall take effect immediately. The Clerk of the Town is hereby authorized and directed to file a certified copy of this resolution in the office of the Town.
This Resolution was passed by a vote of the Brookneal Town Council on the 10th day of April, 2007.
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Mayor
ATTEST:
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Clerk of Council
COUNCIL APPROVAL TO MOVE FORWARD WITH EPA & USDA GRANTS
Upon motion by James Nowlin, seconded by Tracy Meisenbach, and unanimously carried, Council voted to move forward with the USDA and EPA grants for the new water system for the Town of Brookneal.
A verbal vote was taken as follows:
Mr. Jennings Aye
Ms. Meisenbach Aye
Mr. Nowlin Aye
Mr. Adams Aye
Mr. Jean Aye
FINANCE AND PLANNING COMMITTEE PRESENT THE FY07/08 BUDGET TO COUNCIL
Finance and Planning discussed the budget in the committee meeting prior to the Council meeting with the other Council members. Finance and Planning Committee Chairperson Richard Adams said that the proposed budget will meet the current financial obligations of the Town as well as offer a 2% increase in compensation for the Town employees and allow the Town to absorb the increase in health insurance for the employees.
RECOMMENDATION TO ADVERTISE PUBLIC HEARING FOR FY07/08 BUDGET
Upon motion from Richard Adams, seconded by Robert Jean, and unanimously carried, Council voted to advertise the General Fund Budget for 07/08 and to hold a public hearing at the May 8, 2007, Council meeting.
Upon motion from Richard Adams, seconded by Kenneth Jennings, and unanimously carried, Council voted to advertise the Utility Fund Budget for 07/08 and to hold a public hearing at the May 8, 2007, Council meeting.
COMMITTEE RECOMMENDATIONS
A bill for the Campbell County Airport was discussed in the committee meeting and the committees recommended paying the bill since funds had been budgeted for it.
ITEMS FROM TOWN COUNCIL
Councilperson Nowlin said preparations for Day in the Town being held on May 5, 2007 were going well. Councilperson Meisenbach expressed her concerns about a fence being put up at the community building around the new heating and air conditioning units. She also expressed her concern about the Town’s gas tanks being robbed. Councilperson Jennings expressed his concerns about the activity going on in Town on Friday and Saturday nights at Food Lion.
CLOSED SESSION
Motion was made by James Nowlin to go into closed session under VA Code Section 2.2-3711 (A) (1) for the purpose of discussing the performance of the interim town manager. The motion received a second from Kenneth Jennings. With all in favor, the motion carried
CERTIFICATION
Mayor Campbell called for a vote certifying that only those items allowed under VA Code Section 2.2-3711 (A) (1) pertaining to the discussion of the performance of the interim town manager were discussed in the preceding closed session.
Voting was as follows:
Mr. Adams Aye Mr. Jean Aye Mr. Jennings Aye
Mr. Nowlin Aye Ms. Meisenbach Aye
Ms. Campbell Aye
Upon motion from Richard Adams, seconded by Kenneth Jennings, and unanimously carried, Council voted that Mr. Mike Crews be granted the continued title of director of public works and interim town manager at a compensation commissary with that job and responsibilities of the joint positions.
ADJOURNMENT
Upon motion from Kenneth Jennings, seconded by Tracy Meisenbach, and unanimously carried, Mayor Campbell announced that the April 10, 2007, Council meeting was adjourned.
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Bobbie A. Waller, Phyllis Campbell,
Clerk/Treasurer Mayor
