Templates for issuers

Starting points for development authorities. Your counsel adapts them to state law.

RESOLUTION OF [ISSUER] EXPRESSING ITS INTENT TO ISSUE REVENUE BONDS FOR [BORROWER]

WHEREAS [borrower] proposes to acquire, construct and equip [project] at [address] (the Project) at a cost of about $[ ];
WHEREAS the Project will create about [ ] jobs and is expected to promote the economic welfare of [jurisdiction];
NOW, THEREFORE, the [governing body] resolves:
1. It intends to issue revenue bonds of up to $[ ] to finance the Project, subject to final approval, volume cap and acceptable documents.
2. This resolution is a declaration of official intent under Treas. Reg. §1.150-2 to reimburse Project costs paid after [date].
3. The bonds will be limited obligations payable only from payments by the borrower and are not a debt of the issuer, the state or any political subdivision.
4. The borrower will pay all costs of the issuer.
Adopted [date].

NOTICE OF PUBLIC HEARING

Notice is given that [issuer] will hold a public hearing on [date] at [time] at [place / by telephone at (number)] on the proposed issuance of up to $[ ] of its [tax-exempt revenue bonds] to finance [description of the project] located at [address], to be owned or operated by [borrower]. The bonds will be payable solely from the borrower and will not be a debt of the issuer or any government. Anyone interested may attend and be heard or send written comments before the hearing to [address/email].

Published at least 7 days before the hearing (Treas. Reg. §1.147(f)-1); check state law for longer notice.

□ Borrower legal name, ownership chart and good standing
□ Project description, address and site control
□ Sources and uses of funds; bond amount
□ Jobs created and retained; average wages
□ Capital investment over the last three and next three years (small-issue limit)
□ Three years of financial statements
□ Financing team: bond counsel, placement agent, trustee
□ Expected timetable and need for volume cap
□ Application fee

1. Responsible officer: [name, title].
2. Spending: review each requisition against the tax certificate; keep invoices by category.
3. Use: review leases, management contracts and space used by others each year.
4. Arbitrage: review trustee statements; have rebate computed every fifth year; file Form 8038-T when due.
5. Records: keep for the life of the bonds plus three years after final redemption (and of any refunding).
6. Remedies: consult bond counsel before any change in use; consider the IRS voluntary closing agreement programme for violations.
7. Training: review these procedures with finance staff each year.

Outlines only; not legal advice.