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10-03-2000 |
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DATE, TIME, PLACE OF MEETING The Calcasieu Parish School Board met in the Conference Room of the Calcasieu Parish School Board located at 1732 Kirkman Street, Lake Charles, Louisiana, on Tuesday, October 3, 2000, at 5:00 p.m. The meeting was called to order by Wilridge P. Doucet, President. The prayer was led by Randy Armentor; Wilridge P. Doucet led the Pledge of Allegiance. ROLL CALL The roll was called and the following members were present: Randall C. Armentor, Ricky Blackwell, G. Michael Canaday, Wilridge P. Doucet, Clara F. Duhon, Jay L. Duhon, Carla C. Duplechin, L. J. "Berk" Fontenot, James W. Karr, Sr., Sheral A. LaVergne, James W. Pitre, Gregory P. Robert, and Elray T. Victorian. Joe A. Andrepont entered the meeting later; John M. Falgout was absent. MINUTES APPROVED On motion by C. Duhon, seconded by J. Duhon and unanimously carried, the minutes of the regular meeting of September 19, 2000, were approved as presented. RECOGNIZE SCHOOL REPRESENTATIVES Mr. Doucet recognized representatives present from the following schools and departments: Maintenance Department, Career Center, Vincent Settlement Elementary, T. S. Cooley Elementary, Starks High. By general consent of the Board, Item VIII-F was moved up on the agenda and the supplemental agenda was approved as part of the regular agenda. Resolution in Support of the Education Enhancement Fund Election The Chair recognized Representative Vic Stelly, author of the Education Enhancement Fund amendments. Representative Stelly addressed the Board on the Education Enhancement Fund election. He stated there would be two items on the November 7, 2000 ballot that consisted of Amendments 2 and 3. Representative Stelly said that if approved, it would do away with sales tax on groceries, medicine and utilities. People below the poverty level would be protected as well as those receiving public retirements would be 100% exempt from any state income tax. Further, Rep. Stelly stated that 80% of the funds would be dedicated to salaries with the remaining 20% being dedicated to salaries or other education purposes. He said if this plan did not pass, there was no other plan that would impact education or provide money for teacher raises. Mr. Stelly encouraged the support of the Education Enhancement Fund amendments.
PRESENTATIONS Calcasieu Association of Educators Fred Skelton, Louisiana Federation of Teachers was recognized by the Chair. Mr. Skelton thanked the Board for the opportunity to appear in support of the Education Enhancement Fund election. He stated that 40% of Calcasieu Parish School Board employees would save money with this proposition as well as 45% of the taxpayers in the state. Citizens and businesses will benefit and it will permanently remove sales tax on groceries and utilities. He said that a law had been passed dedicating 100% of the funds to the Education Excellence Fund. Mr. Skelton said that everyone needed to work together on the issue and said he would like for a meeting to be held with the Superintendent and all employee organizations to help promote the amendments and educate parents on the issue. As their Superintendent and a member of the Superintendent’s Association, Jude W. Theriot strongly encouraged the Board to support the Education Excellence Fund resolution. Mr. Theriot said it was critical to support the resolution and move forward in Louisiana. Mr. Fontenot said he appreciated Representative Stelly’s efforts in promoting this issue. TAKE APPROPRIATE ACTION Resolution Supporting the Education Enhancement Fund Election On motion by Mr. Fontenot, seconded by Ms. LaVergne and unanimously carried, the following resolution supporting the Education Enhancement Fund Election was approved: RESOLUTION FOR THE EDUCATION ENHANCEMENT FUND ELECTION WHEREAS, Louisiana’s public school teachers, college faculty and school employees are deserving of pay raises that will bring their salaries more into line with those paid their colleagues in other states, and WHEREAS, the responsibility for paying the salaries of teachers and school employees in Calcasieu Parish School System is divided between the Calcasieu Parish School System and the State of Louisiana, and WHEREAS, the State of Louisiana has provided no pay raises for teachers and school employees in the past two years, thus placing all the burden for raising salaries on local entities, and WHEREAS, the State Legislature caused to be placed on the November 7, 2000 ballot Constitutional Amendments Two and Three, the effect of which is to eliminate sales taxes on groceries and utilities and to change the state’s income tax rates, resulting in a net increase of revenues to the state, and
WHEREAS, legislation accompanying the proposed Constitutional Amendments dedicates 100 percent of the increased revenues to the Education Enhancement Fund, with at least 80 percent of the proceeds dedicated to raising salaries for teachers, school employees and college faculty, and the remaining 20 percent available for salaries or for other important education programs, and WHEREAS, there is currently no other viable proposal at the state level to increase salaries for teachers and school employees, and WHEREAS, the Calcasieu Parish School Board has an obligation to support issues that will benefit public education and to educate voters about the positive aspects of proposed Constitutional Amendments Two and Three, and THEREFORE BE IT RESOLVED, that the Calcasieu Parish School System does hereby endorse the adoption of Constitutional Amendments Two and Three by the voters on November 7, 2000, and BE IT FURTHER RESOLVED, that the Calcasieu Parish School System inform the public by whatever means available that this Board endorses passage of Constitutional Amendments Two and Three as an important step in securing a reliable source of revenue from the State of Louisiana to support pay raises for teachers and school employees and to fund other vital educational programs. THUS DONE AND SIGNED this 3rd day of October, 2000, at Lake Charles, Louisiana. /s/Wilridge P. Doucet WILRIDGE P. DOUCET, President Calcasieu Parish School System Mr. Andrepont entered the meeting. A Resolution Providing for Issuance of $14,770,000 Principal Amount of Public School Improvement Sales Tax Revenue Bonds of Sales Tax District No. Three of Calcasieu Parish, Louisiana, ST Series 2000; Confirming the Public Sale Thereof; Prescribing the Form, Fixing the Details and Providing for Payment Thereof, and Entering into Certain Covenants and Agreements in Connection with the Security and Payment of the Bonds On motion by Mr. Fontenot, seconded by Mr. Armentor and unanimously carried, the following Resolution was approved: Lake Charles, Louisiana October 3, 2000 The Calcasieu Parish School Board, governing authority of Sales Tax District No. Three of Calcasieu Parish, Louisiana, met in regular session at 5:00 o'clock p.m. on Tuesday, October 3, 2000, at the regular meeting place of said Board in the Calcasieu Parish School
Board Office, Lake Charles, Louisiana, pursuant to the provisions of written notice given to each and every member thereof and duly posted in the manner required by law. President, Mr. Wilridge P Doucet, called the meeting to order and on roll call, the following members were present: Joe A. Andrepont, Randy Armentor, Ricky Blackwell, G. Michael Canaday, Wilridge Doucet, Clara Duhon, J. L. "Jay" Duhon, Carla C. Duplechin, L. J. "Berk" Fontenot, James W. Karr, Sr., Sheral "Cookie" LaVergne, James W. Pitre, Greg Robert, and Elray T. Victorian ABSENT: John M. Falgout There was also present Jude W. Theriot, Secretary. The meeting was called to order and the roll called with the above result. The President of the Calcasieu Parish School Board stated that one purpose of the meeting was for opening of sealed bids received for the purchase of $14,770,000 Public School Improvement Sales Tax Revenue Bonds of Sales Tax District No. Three of Calcasieu Parish, Louisiana, ST Series 2000 (the "Bonds"). The President presented affidavits evidencing proper publication of the Notice of Bond Sale, said affidavits indicating that the Notice of Sale had been published in the Lake Charles American Press, a newspaper published and of general circulation in Calcasieu Parish, Louisiana, on September 21, 2000 (such publication having been made at least seven (7) clear calendar days before the date scheduled for the receipt of bids), and also published in the Daily Journal of Commerce, a financial newspaper or journal containing a section devoted to municipal bond news published in the City of New Orleans, Louisiana, on September 21, 2000 (which publication was made at least forty-eight (48) hours in advance of the date scheduled for the receipt of bids). The affidavits were approved and were ordered filed with the minutes of said meeting. The President then presented the sealed bids for the purchase of the Bonds, which had been received, which bids were opened and found to be as follows:
NAME OF BIDDER PREMIUM TIC 1. Morgan Keegan & Company, Inc. -0- 5.562657% New Orleans, Louisiana 2. Legg Mason Wood Walker, Inc. -0- 5.6756% Chicago, Illinois 3. Salomon Smith Barney, Inc. -0- 5.481338% Dallas, Texas Upon verification, it was determined that the bid of Solomon Smith Barney, Inc. of Dallas, Texas, was the lowest and best bid submitted for the purchase of the Bonds, whereupon the following Resolution was introduced and, pursuant to motion made by Mr. Fontenot and seconded by C. Duhon, was adopted by the following vote: YEAS: 14 NAYS: None
BOND RESOLUTION A RESOLUTION PROVIDING FOR ISSUANCE OF $14,770,000 PRINCIPAL AMOUNT OF PUBLIC SCHOOL IMPROVEMENT SALES TAX REVENUE BONDS OF SALES TAX DISTRICT NO. THREE OF CALCASIEU PARISH, LOUISIANA, ST SERIES 2000; CONFIRMING THE PUBLIC SALE THEREOF; PRESCRIBING THE FORM, FIXING THE DETAILS AND PROVIDING FOR PAYMENT THEREOF, AND ENTERING INTO CERTAIN COVENANTS AND AGREEMENTS IN CONNECTION WITH THE SECURITY AND PAYMENT OF THE BONDS. WHEREAS, pursuant to a resolution adopted by the Calcasieu Parish School Board (the "Board"), governing authority of Sales Tax District No. Three of Calcasieu Parish, Louisiana (the "Issuer") on April 4, 2000, and in conformity with notice duly published in compliance with law, there was held within the Issuer on July 15, 2000, a special election at which there was submitted to the qualified electors of the Issuer the following proposition: SALES TAX PROPOSITION 20-YEAR 1-+% SALES AND USE TAX ("TAX") FOR SCHOOLS AND SCHOOL RELATED FACILITIES; AND AUTHORITY TO ISSUE BONDS TO BE RETIRED WITH, PAID FROM AND SECURED BY A PLEDGE AND DEDICATION OF THE TAX; AND, THE SIMULTANEOUS CANCELLATION OF THE SALES AND USE TAX APPROVED ON JULY 18, 1992 AND LEVIED ON OCTOBER 1, 1992. Shall Sales Tax District No. Three of Calcasieu Parish, Louisiana, pursuant to Article 6, Section 29 of the Louisiana Constitution of 1974, and other Constitutional and statutory authority, levy and collect for 20 years beginning October 1, 2000, 1-+ % upon the sale at retail, use, lease or rental, consumption and storage for use or consumption of tangible personal property and on sales of services as defined in La. R.S. 47:301-317, with the avails of the Tax, after payment of all costs of levy and collection dedicated and used for acquiring and/or improving lands for building sites and playgrounds, purchasing, erecting, maintaining and/or improving school buildings and other related facilities, and acquiring equipment and furnishings therefor, title to which shall be in the public; and, to issue bonds not to exceed 20 years from the initial levy of the Tax, with interest at a rate not exceeding ten percent (10%) per annum, which bonds shall be retired with, paid from and secured by an irrevocable pledge and dedication of the Tax; and, simultaneously, upon levy of the Tax, cancel the levy and collection of that sales and use tax approved by the electors of the District on July 18, 1992, and initially levied on October 1, 1992? WHEREAS, pursuant to said resolution calling the special election, and notice of said election, the Board did on July 18, 2000, meet in open session and canvass returns of said election and did declare the election to have resulted in favor of the proposition; and WHEREAS, on July 18, 2000, the Board enacted the Sales and Use Tax Ordinance of 2000, being a one and one-half percent (1-1/2%) sales and use tax, pursuant to approval on July 15, 2000 of the Sales Tax Proposition by electors of the Issuer, levy and collection of which tax will begin on October 1, 2000 (the "Tax"); and WHEREAS, the Issuer has investigated the operating and collections history of its Tax, and has made an estimate that the maturities of the Bonds, as hereinafter shown, are so arranged that the total amount of principal and interest, falling due in any year shall never exceed any statutory limitation on expenditures or dedications of estimated sales taxes revenues as security for debt obligations; and WHEREAS, on May 18, 2000, the Issuer received the consent and authority of the Louisiana State Bond Commission to issue, sell and deliver sales and use tax secured Public School Improvement Sales Tax Revenue Bonds, ST Series 2000 (the "Bonds"), as authorized by the July 15, 2000, election within the Issuer; and WHEREAS, pursuant to Notice of Bond Sale duly published, the Bonds have been sold at public sale to Salomon Smith Barney, of Dallas, Texas, at the price of not less than par and accrued interest to date of delivery, the bid of said purchaser being in full as follows: We offer to purchase FOURTEEN MILLION SEVEN HUNDRED SEVENTY THOUSAND AND NO/100 ($14,770,000) DOLLARS Public School Improvement Sales Tax Revenue Bonds of Sales Tax District No. Three of Calcasieu Parish, Louisiana, ST Series 2000, in the initial denominations of one Bond for each maturity, with transfers in multiples of $5,000.00, bearing interest payable semi-annually on May 1 and November 1 of each year, beginning May 1, 2001, maturing serially, WITH OPTION OF PRIOR PAYMENT, all in accordance with the Notice of Bond Sale and Official Statement, all the terms and conditions of which by reference are made a part hereof, and bearing interest at rates as follows, viz: MATURITY PRINCIPAL INTEREST MATURITY PRINCIPAL INTEREST DATE #9; AMOUNT RATE PER #9; DATE #9; AMOUNT RATE PER (Nov. 1) #9; #9; ANNUM #9; (Nov. 1) ANNUM
2001 $400,000 7.00 % 2011 $720,000 4.90 % 2002 #9; 425,000 8.00 % 2012 #9; #9; 765,000 5.00 % 2003 #9; 455,000 8.00 % 2013 #9; #9; 805,000 5.10 % 2004 #9; 475,000 8.00 % 2014 #9; #9; 860,000 5.20 % 2005 #9; 510,000 8.00 % 2015 #9; #9; 905,000 5.25 % 2006 #9; 535,000 8.00 % 2016 #9; #9; 965,000 5.35 % 2007 #9; 570,000 6.50 % 2017 1,020,000 5.40 % 2008 605,000 4.65 % 2018 1,080,000 5.50_% 2009 #9; 640,000 4.75 % 2019 1,145,000 5.50_% 2010 #9; 675,000 4.80 % 2020 1,215,000 5.50_% We will pay the principal sum of FOURTEEN MILLION SEVEN HUNDRED SEVENTY THOUSAND AND NO/100 ($14,770,000) DOLLARS, together with accrued interest from the date of the Bonds to the date of delivery, plus a premium in the amount of $ -0- . For your information, we calculate the lowest effective interest rate to Sales Tax District No. Three to be 5.481338 %, said rate to be determined in accordance with the "True" or "Canadian" interest cost method of calculation by doubling the semiannual interest rate (compounded semiannually) necessary to discount the debt service payments from the payment dates to the date of the Bonds and to the price bid, excluding accrued interest from the date of the Bonds to the date of their delivery. Bonds bid for herein will be delivered and shall be paid for on or about November 15, 2000 at such place, and on such business day and at such hour, as the Issuer shall fix on five business days' notice to the successful bidder, or at such other place and time as may be agreed upon with the successful bidder, it being understood that Sales Tax District No. Three will furnish to us, free of charge, at the time of delivery of the Bonds, the qualified approving legal opinion of Joseph A. Delafield, Esq., Bond Counsel, of Lake Charles, Louisiana, and a certified transcript of this proceeding.
In accordance with the Notice of Bond Sale, we enclose herewith (certified) (cashier's) check(s) number(s) 759809 drawn on Bank Of America of San Antonio, Texas in the amount of TWO HUNDRED NINETY-FIVE THOUSAND FOUR HUNDRED AND NO/100 ($295,400.00) DOLLARS, which is tendered as evidence of our good faith in accordance with and under the provisions of the Official Statement and of the Notice of Bond Sale. Said check shall be returned to the undersigned upon award of the Bonds, provided this proposal is not accepted; otherwise, to be retained uncashed by Sales Tax District No. Three of Calcasieu Parish, Louisiana, and returned upon delivery of the Bonds and payment therefor, or to be cashed and forfeited as and for full liquidated damages in case of the failure of the undersigned to make such payment. This bid complies with the terms stipulated in the aforesaid Notice of Bond Sale, the receipt of which Notice of Bond Sale is hereby acknowledged. Respectfully submitted, BY: /s/Chris Whitlock – Salomon Smith Barney Authorized Representative Associates Bid accepted by resolution adopted by the Calcasieu Parish School Board, as governing authority of Sales Tax District No. Three of Calcasieu Parish, Louisiana, on this 3rd day of October, 2000. /s/ Wilridge P. Doucet PRESIDENT Calcasieu Parish School Board NOW THEREFORE, BE IT RESOLVED by the Calcasieu Parish School Board, governing authority of Sales Tax District No. Three of Calcasieu Parish, Louisiana, as follows: SECTION 1. The President and Secretary of the Board be and they are hereby authorized and directed to have prepared and to execute, in the name of the Issuer, FOURTEEN MILLION SEVEN HUNDRED SEVENTY THOUSAND AND NO/100 ($14,770,000) DOLLARS principal amount of Public School Improvement Sales Tax Revenue Bonds of Sales Tax District No. Three of Calcasieu Parish, Louisiana, ST Series 2000, the principal amounts and bearing interest as set forth below: MATURITY PRINCIPAL INTEREST MATURITY PRINCIPAL INTEREST DATE #9; AMOUNT RATE PER #9; DATE #9; AMOUNT RATE PER (Nov. 1) #9; #9; ANNUM #9; (Nov. 1) ANNUM
2001 $400,000 7.00 % 2011 $720,000 4.90 % 2002 #9; 425,000 8.00 % 2012 765,000 5.00 % 2003 #9; 455,000 8.00 % 2013 805,000 5.10 % 2004 #9; 475,000 8.00 % 2014 860,000 5.20 % 2005 #9; 510,000 8.00 % 2015 905,000 5.25 % 2006 #9; 535,000 8.00 % 2016 965,000 5.35 % 2007 #9; 570,000 6.50 % 2017 1,020,000 5.40 % 2008 #9; 605,000 4.65 % 2018 1,080,000 5.50_% 2009 #9; 640,000 4.70_% 2019 1,145,000 5.50_% 2010 #9; 675,000 4.80_% 2020 1,215,000 5.50_% The Bonds shall be issued for the purposes set out in the proposition appearing in the preamble hereto. The Bonds shall be in fully registered form, shall be numbered consecutively commencing with R-1, in initial denominations of one Bond for each maturity with transfers in multiples of $5,000, shall be dated November 1, 2000, and shall bear interest until paid at the rate or rates hereinabove specified, payable semi-annually on May 1 and November 1 of each year, beginning May 1, 2001, both principal of and interest on the Bonds
shall be payable in lawful money of the United States of America at the principal corporate trust office of The Trust Company of Louisiana, of Ruston, Louisiana (the "Paying Agent/Registrar"). The Bonds shall be signed by the facsimile signatures of the President and Secretary of the Board, and the seal of the Board shall be impressed or imprinted thereon. Those Bonds maturing in the years 2001 to 2007, inclusive, shall not be subject to redemption prior to maturity. Those Bonds, or portions thereof in multiples of $5,000 maturity amounts, maturing in the years 2008 to 2020, inclusive, shall be subject to redemption prior to maturity, at the option of the Issuer, in such order as the Issuer may determine and by lot within any maturity, on any interest payment date (May 1 or November 1) in any year on or after November 1, 2007, at par and accrued interest to the date fixed for redemption. Principal of and interest on the Bonds will be payable upon presentation at the principal corporate trust office of the Paying Agent/Registrar at maturity or earlier redemption thereof. The Paying Agent/Registrar shall endeavor to apply monies in the ST Series 2000 Public School Improvement Bond Sinking Fund (hereinafter defined) available for redemption of Bonds (but not committed to redemption of Bonds as to which notice of redemption has been given) to the purchase of appropriate Bonds. In accordance with this Resolution, any Bonds so purchased shall be cancelled. The price paid by the Paying Agent/Registrar (excluding accrued interest, but including any brokerage or other charges) for any bond purchased pursuant to this Resolution shall not exceed the principal value of the Bond at the time the notice of redemption is given. The Paying Agent/Registrar shall also pay (from the ST Series 2000 Public School Improvement Bond Sinking Fund) accrued interest on any such Bond. Subject to the above limitations, the Paying Agent/Registrar, at the direction of the Issuer, shall purchase Bonds at such times, for such prices, in such amounts and in such manner (whether after advertisement for tenders or otherwise) with monies available in the ST Series 2000 Public School Improvement Bond Sinking Fund for such purpose, provided, however, that the Paying Agent/Registrar shall not expend amounts for purchase of Bonds of a particular maturity in excess of the amount that would otherwise be expended for redemption of Bonds of such maturity, and, provided further, that the Issuer may, in its discretion, direct the Paying Agent/Registrar to advertise for tenders for purchase of Bonds sixty (60) days prior to any date for redemption of Bonds. In the event any of the Bonds or portions thereof are called for redemption as aforesaid, notice thereof identifying the Bonds or portions thereof to be redeemed will be given by the Paying Agent/Registrar by mailing a copy of the redemption notice by first class mail (postage prepaid), not less than thirty (30) days prior to the date fixed for redemption, to the registered owner of each Bond to be redeemed, in whole or in part, at the address shown on the registration books maintained by or on behalf of the Issuer by the Paying Agent/Registrar. Failure to give such notice by mailing to any Bondholder, or any defect therein, shall not affect the validity of any proceeding for redemption of other Bonds. All Bonds so called for redemption will cease to bear interest after the specified redemption date, provided funds for their redemption are on deposit at the place of payment at that time.
All notices of redemption shall state (i) the redemption date; (ii) the redemption price; (iii) if less than all the Bonds are to be redeemed, the identifying number of Bonds to be redeemed; (iv) that on the redemption date the redemption price will become due and payable on each such Bond and interest thereon will cease to accrue thereon from and after said date; and (v) the place where such Bonds are to be surrendered for payment. Any notice mailed as provided herein shall be conclusively presumed to have been duly given, whether or not the owner of such Bond receives the notice. SECTION 2. The Bonds shall be issued under and pursuant to the provisions of Article VI, Section 29 (A) of the Constitution of 1974 of the State of Louisiana, and Subpart F of Part III of Chapter 4 of Title 39 of the Louisiana Revised Statutes of 1950, as amended, and shall be issued for the purposes set forth in the propositions appearing in the preamble hereto. SECTION 3. The Bonds shall be in substantially the following form: (FACE OF BOND) UNITED STATES OF AMERICA STATE OF LOUISIANA PARISH OF CALCASIEU REGISTERED REGISTERED NO. R- $ PUBLIC SCHOOL IMPROVEMENT SALES TAX REVENUE BOND OF SALES TAX DISTRICT NO. THREE OF CALCASIEU PARISH, LOUISIANA ST SERIES 2000 INTEREST RATE: MATURITY DATE: Sales Tax District No. Three of Calcasieu Parish, Louisiana (herein called the "Issuer"), for value received, hereby acknowledges itself indebted and promises to pay to REGISTERED OWNER: PRINCIPAL AMOUNT: (Lower Left) OFFICE OF SECRETARY OF STATE STATE OF LOUISIANA BATON ROUGE, LOUISIANA Incontestable. Secured by a pledge and dedication of a sales and use tax in Sales Tax District No. Three of Calcasieu Parish, Louisiana. Registered on this day of November, 2000.
SECRETARY OF STATE PAYING AGENT/REGISTRAR'S CERTIFICATE OF REGISTRATION This Bond is one of the Bonds referred to in the within mentioned Bond Resolution. The Trust Company of Louisiana in the City of Ruston, Louisiana, as Paying Agent/Registrar By: Date of Authentication:
(Lower Right) or registered assigns, on the maturity date set forth above, the principal amount set forth above, together with interest thereon from the date hereof, said interest payable semi-annually on May 1 and November 1 in each year, beginning May 1, 2001, at the interest rate per annum set forth above until said principal sum is paid, unless this Bond has been previously called for redemption and payment shall have been duly made or provided for. The principal of this Bond upon maturity or redemption is payable in lawful money of the United States of America at the principal corporate trust office of The Trust Company of Louisiana, located in the City of Ruston, Louisiana (the Paying Agent/Registrar), or successor thereto, upon presentation and surrender hereof. Interest on this Bond is payable by check mailed on each interest payment date by the Paying Agent/Registrar to the registered owner (determined as of the 15th calendar day of the month next preceding said interest payment date) at the address, as shown on the books of the Paying Agent/Registrar. REFERENCE IS MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF WHICH SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH HEREIN. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Bond Resolution defined hereinafter until the Certificate of Registration hereon shall have been signed by the Paying Agent/Registrar. IN WITNESS WHEREOF, the Calcasieu Parish School Board, acting as governing authority of Sales Tax District No. Three of Calcasieu Parish, Louisiana, has caused this Bond to be executed in its name by the facsimile signatures of its President and Secretary and the impress or imprint hereon of the seal of said School Board, and this Bond to be dated November 1, 2000. CALCASIEU PARISH SCHOOL BOARD, governing authority of SALES TAX DISTRICT NO. THREE OF CALCASIEU PARISH, LOUISIANA /s/ [facsimile] /s/ [facsimile] SECRETARY PRESIDENT (REVERSE OF BOND) ADDITIONAL PROVISIONS This Bond is one of an issue, the Bonds of which are all of like date, tenor and effect, except as to the number, maturity and rate of interest, aggregating in principal the sum of FOURTEEN MILLION SEVEN HUNDRED SEVENTY THOUSAND AND N0/100 ($14,770,000) DOLLARS; said Bonds to mature annually, issued pursuant to a resolution adopted on October 3, 2000 by the Calcasieu Parish School Board, governing authority of the Issuer (the "Bond Resolution"), under and by virtue of Article VI, Section 29(A) of the Constitution of 1974 of the State of Louisiana, Section 2721.6 of Subpart D of Part I of Chapter 6 of Title 33, and Subpart F of Part III of Chapter 4 of Title 39 of the Louisiana Revised Statutes of 1950, as amended, and all other laws on the same subject matter, and pursuant to proceedings regularly and legally taken on behalf of the Issuer, for the purpose of acquiring and/or improving lands for building sites and playgrounds, purchasing, erecting, enlarging and/or improving school buildings and other school related facilities within and for the Issuer, and acquiring the necessary equipment and furnishings therefor. This Bond and the issue of which it forms a part are payable solely out of the receipts from the levy and collection of a tax of one and one-half percent (1-1/2%) upon the sale at retail, the use, the lease or rental, the consumption and storage for use or consumption of tangible personal property and on sales of services within Sales Tax District No. Three of Calcasieu Parish, Louisiana. This Bond and the issue of which it forms a part constitute a borrowing solely upon the credit of the sales and use tax revenues received by Sale Tax District No. Three of Calcasieu Parish, Louisiana, and shall not constitute an indebtedness or pledge of the general credit of the Issuer within the meaning of any constitutional or statutory provision relating to the incurring of indebtedness. No member of the Calcasieu Parish School Board or officer thereof or any person executing this Bond shall be personally responsible therefor.
The Paying Agent/Registrar for this issue is The Trust Company of Louisiana, Ruston, Louisiana. This Bond shall pass by delivery on the books of the Issuer to be kept for that purpose at the principal corporate trust office of the Paying Agent/Registrar and such registration is noted hereon. After such registration no transfer shall be valid unless made on said books at said office by the registered owner in person or by his duly authorized attorney and similarly noted hereon. This Bond may not be discharged from registration by like transfer to bearer. The Issuer and the Paying Agent/Registrar may treat the registered owner as the absolute owner hereof for all purposes, whether or not this Bond shall be overdue and shall not be bound by any notice to the contrary. Those Bonds maturing in the years 2001 to 2007, inclusive, shall not be subject to redemption prior to maturity. Those Bonds, or portions thereof in multiples of $5,000, maturing in the years 2008 to 2020, inclusive, shall be subject to redemption prior to their stated maturities, at the option of the Issuer, in such order as the Issuer may determine and by lot within any maturity, on any interest payment date on or after November 1, 2007, at par and accrued interest to the date fixed for redemption. Official notice of such call for redemption of any of the Bonds shall be given not less than thirty (30) days prior to the redemption date by means of registered or certified mail by notice deposited in the United States mail addressed to the Paying Agent/Registrar and to the registered owner of each Bond to be redeemed at his address as shown on the registration books of the Paying Agent/Registrar. In the event a Bond is of a denomination larger than $5,000, a portion of such Bond ($5,000 or any multiple thereof) may be redeemed. It is certified that this Bond is authorized by and is issued in conformity with the requirements of the Constitution and statutes of the State of Louisiana. It is further certified, recited and declared that all acts, conditions and things required to exist, to happen and to be performed precedent to and in the issuance of this Bond necessary to constitute the same as a legal, binding and valid special obligation of the Issuer, have existed, have happened and have been performed in due time, form and manner as required by law, and that the indebtedness of the Issuer, including this Bond, does not exceed any limitation prescribed by the Constitution and statutes of the State of Louisiana. ASSIGNMENT FOR VALUE RECEIVED, , the undersigned, hereby sells, assigns and transfers unto the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints attorney or agent to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: NOTICE: The signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever.
SECTION 4. Principal of the Bonds, at maturity or earlier redemption, is payable in lawful money of the United States of America to the registered owner of each Bond upon presentation and surrender thereof at The Trust Company of Louisiana, in the City of Ruston, Louisiana, or its successor, as Paying Agent/Registrar. Interest on the Bonds is payable by check mailed on each interest payment date by the Paying Agent/Registrar to the registered owner (determined as of the 15th calendar day of the month next preceding said interest payment date) at the address, as shown on the books of the Paying Agent/Registrar. Any
successor Paying Agent/Registrar must have a minimum of capital, surplus and undivided profits of not less than $50,000,000. The Issuer will at all times maintain a Paying Agent/Registrar meeting the qualifications hereinafter described for the performance of the duties hereunder for the Bonds. The designation of the initial Paying Agent/Registrar in this Resolution is hereby confirmed and approved. The Issuer reserves the right to appoint a successor Paying Agent/Registrar by (a) filing with the person then performing such function a certified copy of a resolution giving notice of the termination of the agreement appointing the Paying Agent/Registrar and appointing a successor and (b) causing notice to be given to each Bondowner. Every Paying Agent/Registrar appointed hereunder shall at all times be a bank or trust company organized and doing business under the laws of the United States of America or of any state, authorized under such laws to serve as Paying Agent/Registrar, and subject to supervision or examination by Federal or State authority. The officers of the Board are hereby authorized and directed to execute an appropriate agreement with the Paying Agent/Registrar for and on behalf of the Issuer in such form as may be satisfactory to said officers, the signatures of such officers on such agreement to be conclusive evidence of the due exercise of the authority granted hereunder. SECTION 5. The Bonds shall be signed with the facsimile signature of the President of the Board, sealed with a facsimile of the seal of the Board, and attested by the Secretary of the Board. In addition, there shall be a certificate relating to the registration of the Bonds by the Secretary of State of Louisiana printed thereon, which certificate shall be signed with the manual or facsimile signature of said Secretary of State. Should any officer whose facsimile signature appears on the Bonds cease to be such officer before delivery of the Bonds to the purchaser, such facsimile signature shall nevertheless be valid and sufficient for all purposes. After the time within which the validity of the Bonds may be contested has elapsed, that is, thirty days from the date of publication of this Resolution authorizing the Bonds and pledging and dedicating the sales tax revenues, the Bonds shall be registered with the Secretary of State without charge and shall have endorsed thereon a legend substantially as follows: "Incontestable. Secured by a pledge and dedication of a sales and use tax in Sales Tax District No. Three of Calcasieu Parish, Louisiana. Registered on this day of November, 2000.
SECRETARY OF STATE"
SECTION 6. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this Resolution unless and until a certificate of authentication on such Bond substantially in the form hereinafter set forth shall have been duly executed by the Paying Agent/Registrar, and such executed certificate of the Paying Agent/Registrar upon any such Bond shall be conclusive evidence that such Bond has been authenticated and delivered under this Resolution, to-wit: PAYING AGENT/REGISTRAR'S CERTIFICATE OF REGISTRATION This Bond is one of the Bonds referred to in the within mentioned Bond Resolution. The Trust Company of Louisiana in the City of Ruston, Louisiana, as Paying Agent/Registrar By: Date of Authentication: The Paying Agent/Registrar's certificate of authentication on any Bond shall be deemed to have been executed by it if signed by an authorized officer or signatory of the Paying Agent/Registrar, but it shall not be necessary that the same officer or signatory sign the certificate of authentication on all of the Bonds issued hereunder. SECTION 7. Upon the adoption of this Resolution, the Issuer shall execute the Bonds and deliver them to the Paying Agent/Registrar, and the Paying Agent/Registrar shall authenticate the Bonds and deliver them to the purchasers thereof, as directed by the Issuer, and in accordance with this Resolution. SECTION 8. (a) The Paying Agent/Registrar shall maintain the books of the Issuer for registration of ownership of each Bond as provided in this Resolution. The Paying Agent/Registrar shall accept a Bond for registration of ownership only if ownership thereof is to be registered in the name of an individual, a corporation, a partnership or a trust, and only upon receipt of the name and address of each owner, the social security number of each individual, the tax identification number of each corporation, partnership or trust and the social security numbers of the settlor and beneficiary of each trust. (b) Bonds may be transferred upon the registration books upon delivery of the Bonds to the Paying Agent/Registrar, accompanied by a written instrument of transfer in form and with guaranty of signature satisfactory to the Issuer and the Paying Agent/Registrar, duly executed by the owner of the Bonds to be transferred or his or her attorney-in-fact or legal representative, containing written instructions as to details of the transfer of such Bonds, along with the social security number or federal employer identification number of such transferee and, if such transferee is a trust, the name and social security number of the settlor and beneficiary of the proposed transferee. In the event that a Bond is to be registered in the name of a nominee, the requisite information shall be provided for the principal rather than such nominee. No transfer of any Bond shall be effective until entered on the registration books. (c) In all cases of transfer of a Bond, the Paying Agent/Registrar shall enter the transfer of ownership in the registration books and shall authenticate and deliver in the name of the transferee or transferees a new fully registered Bond or Bonds of authorized denominations of the same maturity and interest rate for the aggregate principal amount which the registered owner is entitled to receive at the earliest practicable time in accordance with the provisions of this Resolution. The Paying Agent/Registrar shall charge the Issuer for every such transfer of a Bond an amount sufficient to reimburse it for its reasonable fees and any tax or other governmental charge required to be paid with respect to such transfer, and shall require that such amount be paid before any such new Bond shall be delivered. (d) Neither the Issuer nor the Paying Agent/Registrar shall be required to issue, register, transfer or exchange (i) any Bond during a period beginning at the opening of business on the 15th day of the month next preceding an interest payment date (May and November 1, commencing May 1, 2001) and ending at the close of business on the interest payment date, or (ii) any Bond called for redemption prior to maturity during a period beginning at the opening of business fifteen (15) days before the date of mailing of a notice of redemption of such Bonds and ending on the date of such redemption. (e) New Bonds delivered upon any transfer shall be valid special limited tax obligations of the Issuer, evidencing the same debt as the Bonds surrendered, shall be secured by this Resolution and shall be entitled to all of the security and benefits hereof to the same extent as the Bonds surrendered. (f) The Issuer and the Paying Agent/Registrar may deem and treat the registered owner of any Bond as the absolute owner thereof for all purposes, (whether or not such Bond shall be overdue), and any notice to the contrary shall not be binding upon the Issuer or the Paying Agent/Registrar. SECTION 9. Whenever any outstanding Bond shall be delivered to the Paying Agent/Registrar for cancellation pursuant to this Resolution, and upon payment of the principal amount and interest represented thereby or for transfer pursuant to Section 8 hereof, such Bond shall be cancelled and destroyed by the Paying Agent/Registrar and counterparts of a certificate of destruction evidencing such destruction shall be furnished by the Paying Agent/Registrar to the Issuer. SECTION 10. The Bonds, when executed and registered as provided by law, shall be delivered to the purchasers thereof in accordance with this Resolution, and the proceeds derived therefrom shall be placed in a fund separate and apart from the general funds of the Issuer and shall be used solely for the purposes set forth in the proposition appearing in the preamble to this Resolution. SECTION 11. Bonds herein authorized shall be secured by and payable in principal and interest, from an irrevocable pledge and dedication of the avails, proceeds, and revenues of the Tax totaling one and one-half percent (1-1/2%) on the dollar of each taxable transaction, now being levied and collected by the Issuer, pursuant to the provisions of Article VI, Section 29(A) of the Constitution of 1974 of the State of Louisiana, by Section 2721.6 of Title 33 of the Louisiana Revised Statutes of 1950, as amended, by Sub-Part F of Part III of Chapter 4 of Title 39 of the Louisiana Revised Statutes of 1950, as amended, and other constitutional and statutory authority supplemental thereto, and in accordance with a special election held within the Issuer on July 15, 2000, authorizing the Issuer to incur debt and issue the Bonds. The Tax avails, proceeds or revenues shall be set aside in separate funds, hereinafter designated, and shall be and remain so pledged for the security and payment of Bonds in principal and interest and for all other payments provided for in this Resolution until the Bonds authorized under the provisions of this Resolution shall have been fully paid and discharged. SECTION 12. The Issuer having been fully informed of and having considered all pertinent facts and circumstances, does hereby find, determine and declare, as follows: (a) The taxable transactions upon which the Tax is being levied pursuant to the Issuer's Sales and Use Tax Ordinance of 2000 are identical to the taxable transactions upon which the Tax is being levied for the payment of the Bonds being issued pursuant to this Resolution, and the Bonds herein authorized shall be payable from the same funds which are levied and collected pursuant to the Issuer's Sales and Use Tax Ordinance of 2000; (b) The total aggregate amount of bonded indebtedness of the Issuer does not now, nor shall it upon issuance of the Bonds, exceed any applicable limit prescribed by the Constitution or Laws of the State of Louisiana; (c) Issuance of the Bonds, and all procedures undertaken incident thereto, are in full compliance and conformity with all applicable requirements, provisions and limitations prescribed by the Constitution and Laws of the State of Louisiana, particularly Subpart F of Part III of Chapter 4 of Title 39 of the Louisiana Revised Statutes of 1950, as amended; and (d) In accordance with the provisions of Subpart F of Part III of Chapter 4 of Title 39 of the Louisiana Revised Statutes of 1950, as amended, especially Section 698.4 thereof, the Board, governing authority of the Issuer, estimates that it will receive revenues of $1,735,000 in calendar year 2000 as the avails and receipts of the Tax. SECTION 13. The Issuer does hereby obligate itself and is bound under the terms and provision of law, to levy, impose, enforce and collect the Tax and to provide for all reasonable and necessary rules and regulations, procedures and penalties in connection therewith, including the proper application of the proceeds of the Tax, and said obligation shall be irrevocable until the Bonds have been paid in full as to both principal and interest. This Resolution imposing said obligation shall not be subject to amendment in any manner which would impair the rights of the holders from time to time of the Bonds herein authorized or which would in any way jeopardize the prompt payment of principal thereof and interest thereon. Nothing contained in this Resolution, however, shall be construed to prevent the Issuer from altering, amending or repealing from time to time, as may be necessary, the resolutions adopted by the Issuer providing for levying, imposition, enforcement and collection of the Tax or any subsequent resolution providing therefor, said alterations, amendments or repeals to be conditioned upon the continued preservation of the rights of the owners of the Bonds with respect to the revenues from the Tax provided for herein. SECTION 14. As long as any of the Bonds herein authorized are outstanding and unpaid in principal or interest, the Issuer shall maintain and keep proper books of record and accounts separate and apart from all other records and accounts in which shall be made full and correct entries of all transactions relating to the collection and expenditure of the Issuer's Tax. Not later than six (6) months after the close of each fiscal year, the Issuer shall cause an audit of such books and accounts to be made by a recognized independent firm of certified or registered public accountants showing the receipts of and disbursements made for the account of the Issuer's allocation of the sales taxes. The costs of such audit may be paid from the gross receipts of the Tax revenues, as a cost of collections of the Tax revenues. Such audit shall be available for inspection upon request by the holders of any of the Bonds herein authorized. The Issuer further agrees that the Paying Agent/Registrar as well as the holders of any of the Bonds shall have at all reasonable times the right to inspect the records, accounts and data of the Issuer relating thereto. It shall be the duty of the Issuer, at the time and manner provided for by law and resolutions of the Issuer, to punctually and periodically collect the Tax which secures the Bonds herein authorized, in order to effectuate the provisions of this Resolution, for and on behalf of the holders, from time to time, of the Bonds herein authorized. SECTION 15. When all principal and interest in connection with the Bonds herein authorized have been duly paid, the pledge and lien and all obligations hereunder shall thereby be discharged and the Bonds shall no longer be deemed to be outstanding within the meaning of this Resolution. There shall be deemed to be such due payment when the Issuer has placed in escrow and in trust with a commercial bank or trust company located within the State of Louisiana, and exercising trust powers, an amount sufficient to meet all requirements of principal and interest as provided herein. SECTION 16. The Issuer shall issue no other bonds, notes, other evidences of indebtedness or obligations of any kind or nature payable from or enjoying a lien on the revenues of the Tax having priority over or on a parity with the Bonds herein authorized, except that bonds may hereafter be issued on a parity with the Bonds herein authorized under the following conditions: (1) The maturities of all bonds payable from the Tax shall be so arranged that the total amount of principal and interest falling due in any fiscal year, including any additional parity bonds issued and then outstanding and any other bonds or obligations whatsoever then outstanding which are payable from the Tax, and the bonds so proposed to be issued, shall never exceed any statutory maximum limitation. (2) The payments into the various funds provided for in Section 25 hereof must have been paid current. (3) The average annual revenues from the Tax when computed for the two completed years immediately preceding issuance of additional bonds has been not less than 1.40 times the highest combined principal and interest requirements for any succeeding fiscal year period on all outstanding bonds secured by the Tax, including the additional bonds to be issued.
Issuer, or by such successors thereof as may have been employed for that purpose.
SECTION 17. The Issuer hereby expressly reserves the right to issue from time to time refunding bonds payable from and secured by the Tax. SECTION 18. The holders of the Bonds issued pursuant to this Resolution be and they are hereby granted a lien on all funds and accounts established pursuant to the provisions of this Resolution until applied in the manner provided herein. The uninvested monies in such funds shall at all times be secured to the full extent thereof by the bank or trust company holding such funds by direct obligations of the United States of America or the State of Louisiana having a market value of not less than the amount of monies then on deposit in said funds. It is the intention of the Issuer that, to the fullest extent permitted by law, the Bonds will have a lien and privilege on the revenues of the Tax. This pledge shall be valid and binding from the time when it is made, the avails or proceeds of the Tax so pledged and then or thereafter received by the Issuer shall immediately be subject to the lien of such pledge without any physical delivery or further act, and the lien of such pledge and obligation to perform the contractual provisions contained in this Resolution shall have priority over any or all other obligations and liabilities of the Issuer, with the exception only of payment of the reasonable and necessary costs and expenses of collecting and administering the Tax and paying the annual cost of an annual audit of collection and receipts of the Tax by an independent certified public accounting firm. Further, this pledge shall be valid and binding as against all parties having claims of any kind in tort, contract or otherwise against the Issuer, irrespective of whether such parties have notice thereof. Said avails or proceeds of the Tax shall be set aside in a separate fund, and the Tax shall be and remain pledged for the security and payment of the Bonds in principal and interest and for all other payments provided for in this Resolution until the Bonds shall have been fully paid and discharged. The Issuer shall at all times, to the extent permitted by law, defend, preserve and protect the pledge of the avails and proceeds of the Tax pledged in this Resolution, including rights herein pledged and all the rights of the owners of the Bonds against all claims and demands of all persons whomsoever. SECTION 19. In providing for issuance of the Bonds, the Issuer does hereby covenant that it is duly authorized under all applicable laws to authorize and issue the Bonds, to adopt this Resolution and to pledge the avails and proceeds of the Tax as provided in Section 18 herein, and in this Resolution generally. The Bonds issued under and pursuant to the provisions of this Resolution, and any additional parity bonds hereafter issued as provided in this Resolution, are and will be the valid and legally binding special obligations of the Issuer enforceable in accordance with their respective terms, subject to bankruptcy, insolvency and other laws affecting creditors' rights generally. SECTION 20. After any of the Bonds have been issued, this Resolution shall constitute an irrevocable contract between the Issuer and the holder or holders from time to time of the Bonds, and this Resolution shall be and remain irrepealable until the Bonds and the interest accruing thereon shall have been fully paid, satisfied, and discharged, as herein provided. Any holder of any of the Bonds, may either at law or in equity, by suit, action, mandamus or other proceeding, enforce and compel performance of all duties required to be performed by the Board on behalf of the Issuer as a result of issuing the Bonds, and may similarly enforce the provisions of this Resolution authorizing issuance of the Bonds. SECTION 21. Wherever this Resolution provides for notice to owners of Bonds of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and mailed, first class postage prepaid, to each owner of such Bonds, at the address of such owner as it appears in the Bond Register. In any case where notice to owners of Bonds is given by mail, neither the failure to mail such notice to any particular owner of Bonds, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Bonds. Where this Resolution provides for notice in any manner, such notice may be waived in writing by the owner or owners entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by owners shall be filed with the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. SECTION 22. The Issuer, the Paying Agent/Registrar, and any agent of either of them may treat the owner in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of the principal (and redemption price) of and interest on such Bond and for all other purposes whatsoever, and to the extent permitted by law, neither the Issuer, the Paying Agent/Registrar, nor any agent of either of them shall be affected by notice to the contrary.
SECTION 23. No material modification or amendment of this Resolution, or of any ordinance or resolution amendatory hereof or supplemental hereto, may be made without the consent in writing of the holders of at least fifty-one (51%) percent of the aggregate principal amount of the Bonds then outstanding; provided, however, that no such modification or amendment shall permit a change in the maturity of such Bonds or the redemption provisions thereof, or a reduction in the rate of interest thereof, or in the amount of the principal obligation thereof, or affecting the unconditional promise of the Issuer to pay from the Tax the principal of and interest on the Bonds as the same shall become due, or change the requirements specified herein for issuance of parity bonds under the provisions of this Resolution, or reduce the percentage of Bondholders required to consent to any material modification or amendment of this Resolution, without the consent of the holder of such Bonds. Notwithstanding the foregoing, for any one or more of the following purposes at any time and from time to time, an ordinance or resolution supplemental hereto may be adopted, which, upon the filing with the Paying Agent/Registrar of a certified copy thereof, shall be fully effective in accordance with its terms:
(2) to add to covenants and agreements of the Issuer in this Resolution other covenants and agreements to be observed by the Issuer which are not contrary to or inconsistent with this Resolution as theretofore in effect; (3) to add to the limitations and restrictions in this Resolution other limitations and restrictions to be observed by the Issuer which are not contrary to or inconsistent with this Resolution as theretofore in effect; (4) to surrender any right, power or privilege reserved to or conferred upon the Issuer by the terms of this Resolution, but only if surrender of such right, power or privilege is not contrary to or inconsistent with the covenants and agreements of the Issuer contained in this Resolution; (5) to cure any ambiguity, supply any omission, or cure or correct any defect or inconsistent provision of this Resolution; or (6) to insert such provisions clarifying matters or questions arising under this Resolution as are necessary or desirable and are not contrary to or inconsistent with this Resolution as theretofore in effect. SECTION 24. The Issuer, through its governing authority, by proper ordinances and/or resolutions hereby obligates itself to continue to levy and collect the Tax until all Bonds herein authorized and all bonds hereafter authorized have been retired as to principal and interest, and further obligates itself not to discontinue or decrease or permit to be discontinued or decreased the Tax in anticipation of the collection of which said Bonds have been issued, nor in any way make any change in allocation of the proceeds of the Tax which would diminish the amount of the tax revenues to be received by the Issuer until all of the Bonds herein authorized have been retired as to both principal and interest. SECTION 25. In order that the said principal and interest will be paid in accordance with their terms and for the other objects and purposes hereinafter provided, the following special trust funds are hereby established, to be maintained and held by the Board's fiscal agent bank, or The Trust Company of Louisiana, at the option of the Board, for and on behalf of the holders of the Bonds: (1) Special Sales Tax Fund Public School Improvements 2000 (the "Receipts Fund"); (2) ST Series 2000 Public School Improvement Bond Sinking Fund (the "Sinking Fund"); and (3) ST Series 2000 Public School Improvement Bond Reserve Fund (the "Reserve Fund"). Amounts on deposit in the Receipts Fund, after payment of all costs and expenses of collection and administration of the Tax, shall be disbursed in the following manner at the times, in the priorities and in the amounts and order as follows: First: On the last business day of each month, commencing on or before October 31, 2000, to the Sinking Fund an amount equal to one twelfth (1/12) of the annual principal and interest requirement on the Bonds. On or before the last business day of the month next preceding an interest payment date (May 1 and November 1), commencing April 30, 2001, and on April 30 and October 31 in each of the years that Bonds mature or are called for redemption, the Issuer shall transfer from the Sinking Fund to the Paying Agent/Registrar for the Bonds an amount sufficient to pay promptly the principal and interest so falling due on such date. Monies on deposit in the Sinking Fund may be invested and reinvested upon written direction of the Issuer in such investments which are authorized by the laws of the State of Louisiana, provided such investments mature at such times as will not interfere with payments required to be made from the Sinking Fund to the Paying Agent/Registrar pursuant to this Resolution. Second: On the date of closing, to the Reserve Fund an amount equal to the maximum annual debt service requirement on the Bonds. The Issuer shall continuously invest and reinvest the funds contained within the Reserve Fund in such investments as are authorized by the laws of the State of Louisiana, and allow the investment earnings therein to accumulate until such time as there has been accumulated a sum equal to the highest combined principal and interest requirements for any fiscal year on the Bonds. At such time as the moneys within the Reserve Fund are equal to or greater than the value of the highest combined principal and interest requirements for any fiscal year on the Bonds, then all such other investment earnings shall be transferred to the Receipts Fund. If at any time monies in the Reserve Fund are used for the purpose of paying principal or interest on the Bonds as to which there would otherwise be a default, then monies so used shall be replaced from revenues first received not required for payment into the Sinking Fund. Third: All monies remaining in the Receipts Fund on the last day of each month in excess of all reasonable costs and expenses of collection and administration of the Tax and paying the cost of an audit of the collections and receipts of the Tax by an independent certified public accounting firm, and after making the required payments into the Sinking Fund and the Reserve Fund, shall be considered surplus. Such surplus may be used by the Issuer for the purpose of redeeming Bonds in the manner set forth in the Bond Resolution, or for any of the purposes for which the imposition of the Tax was authorized in accordance with the provisions of the proposition approved by the electorate of the Issuer at the election held on July 15, 2000. SECTION 26. In accordance with and pursuant to the provisions of Subpart A of Part III of Chapter 4 of Sub-Title II of Title 39 of the Louisiana Revised Statutes of 1950, as amended, the Board is hereby confirmed as administrator of the funds of the Issuer, and is further charged with the responsibilities of investing the proceeds of the Bonds in accordance with the terms of this Resolution and the Letter of Investment Instructions which is annexed hereto as Exhibit I. The Superintendent of Public Schools for the Parish of Calcasieu, Louisiana, and Ex-Officio Secretary of the Board shall signify his acceptance of the responsibilities set forth herein and within the Letter of Investment Instructions by his execution of the Letter of Investment Instructions. SECTION 27. The following described events shall constitute events of default of the Issuer ("Events of Default") under the provisions of this Resolution, to-wit: (1) if default shall be made in the due and punctual payment of the principal of any Bond when due and as the same shall become due and payable, whether at maturity or upon call for redemption, or otherwise; or (2) if default shall be made in the due and punctual payment of any installment of interest on any Bond when and as such interest installment shall become due and payable; or (3) if default shall be made by the Issuer in the performance or observance of any other of the covenants, agreements or conditions on its part in this Resolution, any supplemental ordinance or resolution or in the Bonds contained, and such default shall continue for a period of forty-five (45) days after written notice thereof to the Issuer or the Paying Agent/Registrar, by the Paying Agent/Registrar or by the owners of not less than 25% of the outstanding Bonds; or (4) if the Issuer shall file a petition or otherwise seek relief under any Federal or State of Louisiana bankruptcy law or similar law; then, upon the happening and continuance of any Event of Default owners of the Bonds or the Paying Agent/Registrar on their behalf, shall be entitled to exercise all rights and powers authorized under the provisions of law or this Resolution. SECTION 28. All actions heretofore taken by the officers and members of the Board, on behalf of the Isssuer, not inconsistent with the provisions of this Resolution, relating to the authorization, sale, issuance and delivery of the Bonds, be and the same are hereby ratified, approved and confirmed. For so long as any of the Bonds are outstanding and unpaid, the Issuer shall require all of its officers and employees who may be in a position of authority or in possession of money derived from the collection of the Tax, to obtain or be covered by a blanket fidelity or faithful performance bond, or independent fidelity bonds written by a responsible indemnity company in amounts adequate to protect the Issuer from loss. SECTION 29. The Issuer hereby covenants and agrees that, to the extent permitted by the laws of the State of Louisiana, it will comply with the requirements of the United States Internal Revenue Code of 1986, as amended (the "Code"), in order to establish, maintain and preserve the exclusion from "gross income" of interest on the Bonds under the Code. The Issuer further covenants and agrees that it will not take any action, or permit at any time or times any of the proceeds of the Bonds or any other funds of the Issuer to be used directly or indirectly in any manner, the effect of which would be to cause the Bonds to be "arbitrage bonds" or would result in the inclusion of interest on any of the Bonds in "gross income" under the Code, including, without limitation, (i) the failure to comply with the limitation on investment of Bond proceeds, or (ii) the failure to pay any required rebate of arbitrage earnings to the United States of America, or (iii) the use of proceeds of the Bonds in a manner which would cause the Bonds to be "private activity bonds." SECTION 30. The Bonds herein authorized are not and shall not be designated as "qualified tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code. SECTION 31. The Issuer covenants that principal proceeds from sale of the Bonds shall be devoted to and used with due diligence for completion of the facilities for which the Bonds are hereby authorized to be issued. The Issuer represents and certifies that:
(2) it does not plan to issue any additional obligations within 31 days from the date hereof; (3) there are no moneys, funds or accounts other than those described in Section 25 hereof that the Issuer expects to be available to pay debt service on the Bonds; (4) no portion of the proceeds of the Bonds will be used as a substitute for other funds which will be used to acquire directly or indirectly securities producing a yield in excess of the yield on the Bonds; (5) the Issuer has heretofore incurred (or expects within six months after date of the Bonds to incur) a substantial binding obligation with respect to acquisition of the facilities approved in the Proposition in the amount of not less than 2-1/2% of the estimated total cost of said facilities; (6) the Issuer expects that 100% of the net proceeds of the Bonds, including any reasonably required retainage (not exceeding 5% of the net proceeds of the issue) will be expended on or before October 1, 2003 for the purpose of paying the cost of acquisition of the facilities, said date being within three years following the date of issue of the Bonds;
(8) the facilities have not been and are not expected to be sold or otherwise disposed of in whole or in part prior to the last maturity of the Bonds; (9) all of the principal proceeds of the Bonds are needed for the purpose stated in the form of Bond above set out, including expenses incidental to such purpose and to the issuance of the Bonds; and (10) to the best of the knowledge and belief of the Issuer, there are no facts, estimates or circumstances that would materially change the conclusions and representations set out in this Section. SECTION 32. The Issuer will keep such separate records as are necessary to segregate or otherwise designate the original and investment proceeds of the Bonds and nonpurpose investments acquired with such proceeds for a period of at least six (6) years after retirement of the Bonds. SECTION 33. The Board certifies and covenants that so long as the Bonds remain outstanding, moneys on deposit in any fund in connection with the Bonds, whether or not such moneys were derived from the proceeds of the sale of the Bonds or from any other sources, will not be used in a manner which will cause such Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code or ruling or regulations promulgated thereunder.
The Board hereby authorizes its officers who are responsible for issuing the Bonds to make such further covenants and certifications as may be necessary to assure that the use thereof will not cause the Bonds to be arbitrage bonds and to assure that the interest on the Bonds will be excludable from gross income for purposes of federal income taxation. In connection therewith, the Board on behalf of the Issuer further agrees: (A) to make such further specific covenants, representations as shall be truthful, and assurances as may be necessary or advisable;
(B) to consult with counsel approving the Bonds and to comply with such advice as may be given; (C) to pay to the United States, as necessary, such sums of money representing required rebates of excess arbitrage profits relating to the Bonds; (D) to file such forms, statements and supporting documents as may be required and in a timely manner; and (E) if deemed necessary or advisable by counsel approving the Bonds, to employ and pay fiscal agents, financial advisors, attorneys, and other persons to assist the Issuer in such compliance. SECTION 34. The Issuer has authorized the execution and delivery of a Continuing Disclosure Agreement pursuant to Section (d)(2) of the Securities and Exchange Commission Rule 15c2-12 (the "Continuing Disclosure Agreement"). The Continuing Disclosure Agreement executed and delivered by the President and Secretary of the Board as heretofore authorized by resolution providing for the sale and delivery of the Bonds to the original purchaser is ratified, approved and confirmed. The Issuer, acting through the Board, hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Agreement. Notwithstanding any other provision of this Resolution, failure of the Issuer or the Board to comply with the Continuing Disclosure Agreement shall not be considered a default hereunder. However, any participating underwriter, as defined in the Continuing Disclosure Agreement, or any Bondholder may take such actions under Louisiana law as may be necessary and appropriate, including seeking a mandatory injunction, writ of mandamus or other order or judgment for specific performance by court order to cause the Issuer and/or the Board to comply with its obligations under the Continuing Disclosure Agreement and this Section and the provisions of the resolution heretofore adopted authorizing the Continuing Disclosure Agreement. SECTION 35. The publication of a Notice of Bond Sale pertaining to the sale of the Bonds, in the form so published, and the distribution of the disclosure material in the Preliminary Official Statement in connection therewith are hereby ratified and confirmed in all respects, and the Issuer hereby certifies that such disclosure material is deemed final by the Issuer as of its date for purposes of Rule 15c2-12 of the Securities Exchange Act of 1934. SECTION 36. The sale of the Bonds herein authorized to the original purchaser is hereby ratified and confirmed. The President and Secretary of the Board, governing authority of the Issuer, be and they are hereby empowered, authorized and directed to do any and all things necessary and incidental to carry out all of the provisions of this Resolution, to cause the necessary Bonds to be printed or lithographed, to issue, execute, seal and deliver the Bonds herein authorized, to effect the delivery of said Bonds in accordance with the sale thereof and to deposit the funds derived from the sale of the Bonds in accordance with this Resolution. SECTION 37. The Board, acting on behalf of the Issuer, having investigated the regularity of proceedings had in connection with this issue of Bonds and having determined the same to be regular, the Bonds shall contain the following recital: "It is certified that this bond is authorized by and is issued in conformity with the requirements of the Constitution and statutes of the State of Louisiana." The Bonds herein authorized shall have all the qualities of negotiable paper, shall constitute negotiable instruments under the negotiable instrument and commercial laws of the State of Louisiana, shall not be invalid for any irregularity or defect in the proceedings for the issuance and sale thereof, and shall be incontestable in the hands of bona fide purchasers or holders for value. SECTION 38. The provisions of this Resolution are for the sole benefit of the owners of the Bonds and beneficial owners of the Bonds, and nothing contained herein, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The Issuer undertakes to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Resolution, and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the Issuer's financial results, condition, or prospects or hereby undertake to update any information provided in accordance with this Resolution or otherwise, except as expressly provided herein. The Issuer does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or sell the Bonds at any future date. SECTION 39. If any section, paragraph, clause or provision of this Resolution shall for any reason be held to be illegal, invalid or unenforceable, the illegality, invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this Resolution, the intent being that the same are severable. Any constitutional or statutory provision enacted after the date of this Resolution which validates or makes legal any provisions of this Resolution or the Bonds which would not otherwise be valid or legal, shall be deemed to apply to this Resolution and to the Bonds. SECTION 40. A copy of this Resolution shall be recorded in the mortgage records of Calcasieu Parish, Louisiana, and shall be published in one issue of the Lake Charles American Press, the official journal of the Board, and a newspaper having general circulation in Calcasieu Parish, Louisiana. For a period of thirty (30) days from the date of the publication of said Resolution, any person in interest may contest the legality of this Resolution and of any provisions herein made for the security and payment of the Bonds to be issued, after which time no one shall have any cause or right of action to contest the legality, formality, regularity or effectiveness of the proceedings, or bond authorization, for any cause whatsoever. If the question of the validity of any proceedings or bond authorization is not raised within such thirty (30) days, the authority to issue the Bonds, the regularity thereof, and the enforceability of the pledge of the Tax, shall be conclusively presumed, and no court may inquire into such matter. SECTION 41. All orders, bylaws, ordinances and resolutions of the Issuer, or parts thereof, inconsistent with this Resolution are hereby repealed only to the extent of such inconsistency. This repeal shall not be construed to revive any order, bylaw, resolution, ordinance, or part thereof, heretofore repealed. SECTION 42. All actions of the officers of the Board for and on behalf of the Issuer which are in conformity with the purposes and intent of this Resolution are hereby in all respects ratified, approved and confirmed. SECTION 43. This Resolution shall take effect immediately upon its adoption and approval. APPROVED AND ADOPTED this 3rd day of October, 2000. /s/Wilridge P. Doucet WILRIDGE P. DOUCET, President ATTEST: /s/ Jude W. Theriot JUDE W. THERIOT, Secretary
(Other business not pertinent to the present excerpt may be found of record in the official minute book.) Upon motion duly made and unanimously carried, the meeting was adjourned.
/s/Wilridge P. Doucet WILRIDGE P. DOUCET, President ATTEST: /s/ Jude W. Theriot JUDE W. THERIOT, Secretary
STATE OF LOUISIANA PARISH OF CALCASIEU
I, JUDE W. THERIOT, do hereby certify that I am the duly qualified and acting Superintendent of Schools of Calcasieu Parish, Louisiana, and as such, Ex-Officio Secretary of the Calcasieu Parish School Board, governing authority of Sales Tax District No. Three of Calcasieu Parish, Louisiana. I further certify that the above and foregoing is a true and correct copy of an excerpt from the minutes of a regular meeting of the Calcasieu Parish School Board, held on August 2, 1994, insofar as said minutes pertain to the matters therein set out, and that the foregoing copy of the Resolution adopted at said meeting is a true and correct copy of the original resolution as it is officially of record in my possession. IN WITNESS WHEREOF, witness my official signature and the impress of the official seal of the Calcasieu Parish School Board, on this 3rd day of October, 2000. /s/Jude W. Theriot JUDE W. THERIOT, Secretary
Approval of Architects for Proposed Bond Election – District 33 Karl Bruchhaus, Chief Financial Officer, announced that before formal plans could be established for a bond election in District 33, architects must review projects and estimate costs. Mr. Fontenot asked if there were any reservations regarding any of the architects listed. There being none and on motion by Mrs. Duplechin, seconded by Mr. Victorian and unanimously carried, the following architects were approved:
Resolution Approving Employment of Rainer, McClindon & Anding as Special Counsel for Representation in Sales Tax Litigation On motion by Ms. LaVergne, seconded by C. Duhon and carried by majority vote, the law firm of Rainer, McClindon & Anding was approved as Special Counsel in connection with Sprintank, Inc.’s protest proceeding and any subsequent litigation, subject to the Attorney General Fee Schedule. Mr. Canaday abstained. RESOLUTION WHEREAS, the Calcasieu Parish School Board administers and collects within the Parish of Calcasieu, sales and use tax both individually and as agent for various political subdivisions; WHEREAS, a dispute and protest has arisen in connection with certain audit assessments; WHEREAS, there exists a real necessity involving the public interest for the Calcasieu Parish School Board to be represented by special counsel in the protest proceedings and any subsequent litigation; and WHEREAS, the Calcasieu Parish School Board desires to retain the Rainer, McClindon & Anding Law Firm as special counsel for the Calcasieu Parish School Board in connection with the audit assessment protest proceedings and any subsequent litigation, subject to the attached Attorney General Fee Schedule.
NOW, THEREFORE BE IT RESOLVED, that the Ranier, McClindon & Anding Law Firm is hereby retained as special counsel for the Calcasieu Parish School Board in connection with Sprintank, Inc.’s protest proceeding and any subsequent litigation, subject to the attached Attorney General Fee Schedule. /s/Wilridge P. Doucet Wilridge P. Doucet, President Calcasieu Parish School Board Attest: /s/Jude W. Theriot Jude W. Theriot, Secretary Ad Hoc Committee for Employee Benefits By general consent of the Board, the following Ad Hoc Committee for employee benefits was approved: Board G. Michael Canaday, Jay L. Duhon, James W. Karr, Sr., Clara F. Duhon, Randy Armentor. At-Large Members Bob Weber, A+PEL, Karen Theriot, Finance Department, Gabriel Barkate, Retired Teachers, Zona Arceneaux, Food Service, Tom Sittig, Maintenance, Mary Margaret David, Calcasieu Association of Educators, Elizabeth Eason, Mossville Special Education, President, Principals’ Association, Susan Kuykendall, Calcasieu Federation of Teachers, Kathy Landry, Bus Drivers Association, Patrice Saucier, Curriculum & Instruction, Rufus Fruge, Sales Tax, Charles Duhon, Auditing, Penny Haxthausen, Rosteet An additional representative for the Calcasieu Unit of Retired Teachers will be appointed when a recommendation is made. James Spruel, Legal Counsel, advised that the Chairperson of the Committee should be a Board Member. Superintendent’s Evaluation Mr. Doucet announced that the same evaluative tool would be used for the Superintendent’s evaluation for 2000 as was used in 1999. He requested that all evaluations be returned no later than Friday, November 3, 2000. A committee of the Board President, Vice-President and Past President will review and compile the results of the evaluations and present them to the Board at the November 14, 2000 Board meeting.
PERMISSION TO ADVERTISE Iowa Area Schools – Phase III; Renovations to Iowa High School & Football Stadium On motion by Mr. Armentor, seconded by Mr. Canaday and unanimously carried, permission to advertise for Iowa Area Schools – Phase III; Renovations to Iowa High School & Football Stadium; School District #25 Bond Funds; Moss Architects, Designer, was approved. Demolition & Miscellaneous Site Improvements to Combre Elementary School On motion by Ms. LaVergne, seconded by Mr. Victorian and unanimously carried, permission to advertise for Demolition & Miscellaneous Site Improvements to Combre Elementary School; School District #31 Bond Funds; Moss Architects, Designer, was approved. 2000 Bond Issue Improvements; Calcasieu Parish School Board; J. D. Clifton Elementary School – Phase I – Additions and Renovations On motion by Ms. LaVergne, seconded by Mr. Victorian and unanimously carried, permission to advertise for 2000 Bond Issue Improvements; Calcasieu Parish School Board; J. D. Clifton Elementary School – Phase I – Additions and Renovations; School District #31 Bond Funds; Ellender Architects & Associates, LLC, Architect, was approved. ANNOUNCEMENTS/REQUESTS Mr. Pitre requested that an item addressing a supplemental check for employees be placed on the Budget/Fiscal Management agenda. Mr. Andrepont requested a letter of condolence to be sent to Nancy Granich on the loss of her mother. He complimented Mr. Pitre on his work with the upcoming Industrial Alliance Chemistry Expo on November 9, 2000. He commented that he visited a 9th grade school in Humble, Texas and stated that due to janitors being on duty in the evening, the school was very well maintained. He suggested that Calcasieu Parish look at the concept of having janitorial staff work in the evenings. Mrs. Duplechin complimented Jeanette Leger, Auxiliary Services Department secretary for the preparation of the list of emergency numbers. She requested copies of grants applicable to her district. Ms. LaVergne stated she had not received information on minority employees as requested at the September 19, 2000 Board meeting. Mr. Savoy informed Ms. LaVergne that the report was complete and would be given to her. Mrs. Duhon made a request for bond expenditure charts applicable to her district.
SCHEDULE STANDING COMMITTEE MEETINGS Budget/Fiscal Management – Tuesday, October 10, 2000 – 4:45 p.m. Curriculum & Instruction – Thursday, October 19, 2000 – 4:45 p.m. Pupil Personnel – Tuesday, October 24, 2000 – 4:45 p.m. EXECUTIVE SESSION No Executive Session was held. TAKE APPROPRIATE ACTION Personnel On motion by Mr. Andrepont, seconded by Mr. Victorian and unanimously carried, the following personnel changes were approved, including the supplemental agenda, as recommended by the Superintendent: Resignations Mica Manuel, Clerk C, Risk Management Department, effective January 6, 2001; Rose Marie Wood, Teacher/Coach, Maplewood Middle, effective October 31, 2001; Delores Richard, Cafeteria Technician, LaGrange High, effective September 22, 2000; Cynthia Lopez, Counselor, Calcasieu Career Center, effective September 26, 2000. Retirement Notifications Dorothy House, Teacher, Barbe High, effective December 20, 2000; Bettie Arnold, Bus Driver, Vincent Settlement Elementary, effective November 20, 2000; Sheila LeBleu, Cafeteria Technician, J. I. Watson Middle, effective November 7, 2000; Jane Parker, Clerk, School Lunch Department, effective October 1, 2000, not August 31, 2000 as previously reported; Patricia Broxton, Clerk, Pupil Appraisal Department, effective November 1, 2000, not October 2, 2000 as previously reported. Maternity Leave Jennifer Zambrano, Teacher, Frasch Elementary, beginning September 6, 2000, until November 27, 2000; Sonya Faulk, Clerk, Title I Department, beginning October 9, 2000 until November 20, 2000; Noelle Bosmans, Teacher, Gillis Elementary, beginning November 2, 2000 until December 14, 2000; Lucretia Clark, Pre-K Teacher, J. D. Clifton Elementary, beginning February 2, 2001 until April 2, 2001. Leave Without Pay Katrina Ray, Cafeteria Technician, LeBlanc Middle, beginning August 16, 2000 until January 11, 2001; Kimberly James, Tutor, Combre Elementary, beginning August 16, 2000 until September 29, 2001; Lernest Green, Bus Driver, F. K. White Middle, beginning September 25, 2000 until November 17, 2000; Mary Manuel, Cafeteria Technician, Vincent Settlement Elementary, beginning August 30, 2000 until January 11, 2001; Leslie
Guilbeaux, Clerk, Pupil Appraisal Department, beginning October 2, 2000 until October 20, 2000; Carolyn Sanchez, Teacher, Lake Charles Boston, beginning September 5, 2000 until May 31, 2001; Sheila LeBleu, Cafeteria Technician, J. I. Watson, beginning October 4, 2000 through November 6, 2000. Medical Sabbatical Beverly Edwards, Teacher, Moss Bluff Elementary, 2000-2001 school session; Dolly Gallow, Teacher, Jake Drost Special School, fall semester of the 2000-2001 school session, not the entire school session as previously reported. Meeting Adjourned On motion by Mr. Armentor, seconded by Mr. Victorian and unanimously carried, the meeting was adjourned at 5:55 p.m.
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