January 11, 2011
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
Richard Adams, Tracy Meisenbach, Robert Jean, Mark Wilkes and Barbara Laprade, Council Members
Mike Crews, Public Works Director
Bobbie Waller, Clerk/Treasurer
Ricky Baldwin, Chief of Police
INVOCATION AND PLEDGE OF ALLEGIANCE TO THE FLAG
PUBLIC HEARING FOR A CONDITIONAL USE PERMIT FOR ROBERT ELDER AND KATHY
BOWLING
7:01 p.m. Mayor Campbell called to order the public hearing for a conditional use permit for Robert Elder and Kathy Bowling for rezoning of Parcel #102B-1-1-B30 & 31 which is located between 1460 and 1462 Lynchburg Avenue. Rhonda Elder, of 113 West Williams Street, spoke in favor of Mr. Elder and Ms. Bowling needing another trailer. Mr. Howard Wells, of Booker Road, also spoke in favor of Mr. Elder and Ms. Bowling getting another trailer. No one spoke in opposition to the conditional use permit. Mayor Campbell then closed the public hearing at 7:03 p.m. Mike Crews spoke on behalf of the planning commission who met earlier in the evening, and he said the planning commission’s recommendation was to approve the conditional use permit. Upon motion by James Nowlin, seconded by Robert Jean, and unanimously carried, the Council approved the conditional use permit for Robert Elder and Kathy Bowling.
PUBLIC HEARING FOR THE PROPOSED ISSUANCE OF A GENERAL OBLIGATION BOND, SERIES 2010
7:04 p.m. Mayor Campbell called to order the public hearing for the proposed issuance by the Town of Brookneal of its water distribution system improvements general obligation bond, series 2010 in an estimated maximum amount of $1,100,000.00 for the purpose of financing improvements to the Town’s water system. No one spoke in favor or in opposition to the bond; so therefore, Mayor Campbell closed the public hearing at 7:05 p.m.
APPROVAL OF AGENDA
Upon motion by Robert Jean, seconded by Tracy Meisenbach, and unanimously carried, Council approved the agenda for the January 11, 2011, regular meeting of the Brookneal Town Council with the following additions: 1) Cindy Bomar’s request for use of the community building
MINUTES
Upon motion by James Nowlin, seconded by Richard Adams, and unanimously carried, Council approved the December 14, 2010, Town Council meeting minutes.
TREASURER’S REPORT
Mayor Campbell asked that the January 2011 treasurer’s report be filed for audit. Councilperson Meisenbach said she would like to see the certificate of deposit maturing on 1/11/11 for $166,530.14 split into two certificates of deposit.
PRESENTATION AND APPROVAL OF INVOICES
Be it resolved that motion was made by James Nowlin, seconded by Robert Jean, and unanimously carried, authorizing the payment of the invoices for the period of December 15, 2010, to January 11, 2011, in the amount of $29,038.17.
REQUEST FOR COMMUNITY BUILDING
Cindy Bomar, of Bomar Community Services, appeared before Council to request use of the community building for a fundraiser dance on February 19, 2011. Upon motion by James Nowlin, seconded by Tracy Meisenbach, and unanimously carried, the Council approved the request for the community building by Cindy Bomar on February 19, 2011, at no charge.
FY 09/10 AUDIT
A copy of the FY10 audit was included in the council packets for the Council’s review. Mr. Jerry Reynolds, the Town’s auditor, was due to attend the Council meeting, but due to weather conditions, was unable to come. Mayor Campbell said he would be willing to attend the next Council meeting or answer any questions about the audit by phone.
COMMITTEE APPOINTMENTS
Mayor Campbell announced that she had added Barbara Laprade to the Finance and Planning Committee along with Mr. Adams and Mr. Jean. Mark Wilkes will be added to the Physical Development Committee along with Mr. Nowlin and Ms. Meisenbach.
Mayor Campbell had also included on her memo to Council that Mark Wilkes would continue to serve on the planning commission. Councilperson Meisenbach said that she had asked to be on the planning commission during the time Mr. Gillespie was Town Manager. She said she was told that after he consulted with the Town attorney, the recommendation was that as Council members they should not serve on the planning commission because they would essentially be wearing two hats. Mayor Campbell said that when Mr. Woodell was on the Town Council, he was also on the planning commission. Mr. Adams said that since Mr. Wilkes has been serving on the planning commission for over 20 years, perhaps the simplest thing would be for Mr. Wilkes to recuse himself from any issue if there was a conflict. Ms. Meisenbach then asked which one was “the boss.” She said would he recuse himself from the council, the planning commission, or the physical development committee? Mayor Campbell said that the planning commission has only met 4 times in her term, and if there is an issue that comes up, then it can be addressed.
PUBLIC WORKS REPORT
Public Works Director Mike Crews presented another issue the planning commission discussed concerning the Town of Brookneal downtown revitalization overlay district. He said that Mr. Paul Hines made a recommendation that the planning commission present the overlay to the Council that they want to extend the boundaries for the downtown revitalization from the old cleaners on Lynchburg Avenue to Water Street near the Bank of Charlotte County and then B-1 district all the way down to Henderson Funeral Home. Upon motion by Robert Jean, seconded by Mark Wilkes and unanimously carried, the Council approved the recommendation by the planning commission concerning the overlay district.
Mr. Crews said that he had met with a representative from Mid-Atlantic Broadband, and the easement agreement that they had presented to Council a couple of months ago will go to the Town attorney for his review with Mid-Atlantic paying for this cost. Mr. Adams asked what the Town would gain from this agreement other than broadband service being available in the Town. Mr. Crews said he did not know. Mr. Adams said that he was curious to see what the Town might gain from this agreement. Upon motion by Richard Adams, seconded by Barbara Laprade, and unanimously carried, the Council authorized Mr. Mike Crews to negotiate and ascertain any additional services from Mid-Atlantic Broadband and resolve any easement issues as far as tendering of funds to lock in that agreement if he feels and deems it is appropriate and wise to do so.
Mr. Crews said that he had not signed the substantial completion papers for the water line improvement project. He said that if anyone had any concerns that need to be addressed, please let him know. Councilperson Jean recommended putting that in the newspaper to encourage people to let the Town know of any problems that need to be addressed before the contractor leaves Town.
POLICE REPORT
Chief Ricky Baldwin handed out a monthly police report for the Council’s review. Chief Baldwin also discussed the 1997 Crown Victoria that the Town has in the Kersey building that is not in service and that he feels is obsolete. He said that former Chief Cousins tried to have the vehicle inspected in 1999, and the car needed a lot of work at that point. He said the new Tahoe will be ready in February. He suggested that the Town donate this vehicle to the Vo-Tech Center of Campbell County Schools. He said that he had talked to Mike Harris who works with this program, and he said that they would love to have the vehicle donated to the center. Upon motion by Barbara LaPrade, seconded by Richard Adams, and unanimously carried, the Council voted to donate the 1997 Crown Victoria in storage to the Vo-Tech Center in Rustburg, VA, and anything that can be salvaged will be retained by the Town.
Chief Baldwin added that David Vaughan of Brookneal Auto Repair said he would donate his wrecker service to deliver the car to the Vo-Tech Center.
RESOLUTION FOR THE GENERAL OBLIGATION BOND, SERIES 2011 IN THE ESTIMATED AMOUNT OF $1,100,000
Upon motion by Richard Adams, seconded by Robert Jean, and unanimously carried, the Council approved the following resolution.
A verbal vote was taken as follows:
Ms. Laprade Aye Mr. Nowlin Aye
Mr. Jean Aye Ms. Meisenbach Aye
Mr. Adams Aye Mr. Wilkes Aye
Mayor Campbell Aye
A RESOLUTION AUTHORIZING THE ISSUANCE, SALE AND AWARD OF A $866,000.00 WATER SYSTEM IMPROVEMENT GENERAL OBLIGATION BOND, SERIES 2011, AND A $175,000.00 WATER SYSTEM IMPROVEMENT GENERAL OBLIGATION BOND, SERIES 2011 AND PROVIDING FOR THE FORM, DETAILS AND PAYMENT THEREOF
WHEREAS, the Town of Brookneal, Virginia (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 Utilities Service (the “Government”), has offered to purchase the Town’s $866,000.00 Water System Improvement General Obligation Bond, Series 2011, bearing interest at the rate of 4.125 % per annum, and the Town’s $175,000.00 Water System Improvement General Obligation Bond, Series 2011, bearing interest at the rate of 2.25% per annum; 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 bonds to the Government:
NOW, THEREFORE, BE IT RESOLVED BY TOWN COUNCIL OF THE TOWN OF BROOKNEAL, VIRGINIA:
ARTICLE 1
DEFINITIONS
Section 1.1 Definitions: Whenever used in this resolution, unless a different meaning clearly appears from the context:
(a) "Act" shall mean the Virginia Public Finance Act (Chapter 26, Title 15.2, Code of Virginia of 1950, as amended).
(b) "Closing Date" shall mean the date on which the Bonds are delivered to the Government upon payment of the purchase price therefor.
(c) "Government" shall mean the United States of America, acting through Rural Utilities Service, its successors and assigns.
(d) "Bonds" shall mean the Town's $866,000.00 Water System Improvement General Obligation Bond, Series 2011, bearing interest at the rate of 4.125 % per annum, and the Town’s $175,000.00 Water System Improvement General Obligation Bond, Series 2011, bearing interest at the rate of 2.25% per annum issued pursuant to Article 3, notwithstanding their series designations which may be changed pursuant to Section 9.6 prior to their issuance.
(e) "Project" shall mean improvements to the Town’s existing water System.
(f) "System" shall mean the existing water system serving the Town, all additions, extensions, and enlargements thereto and any water project or projects that may be duly authorized by the Town and made a part of the System.
ARTICLE 2
AUTHORIZATION OF PROJECT
Section 2.1 The Project: In order to improve water facilities and equipment serving the citizens of the Town, the acquisition and construction of the Project has been duly authorized by Resolution of the Town Council.
Section 2.2 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 BONDS
Section 3.1 Authorization of Bonds: There is hereby authorized to be issued two General Obligation bonds of the Town in the principal amounts of $866,000.00 and $175,000.00 to provide funds to finance the Project. The Bonds shall be designated “Town of Brookneal, Virginia $866,000.00 Water System Improvement General Obligation Bond, Series 2011” and “Town of Brookneal, Virginia $175,000.00 Water System Improvement General Obligation Bond, Series 2011.”
Section 3.2 Details of Bonds: The Bonds shall be issued as follows:
(a) A single fully registered bond without coupons in the denomination of $866,000.00, registered in the name of United States of America, Rural Utilities Service, which shall be numbered R-1, shall be dated the Closing Date and shall bear interest at the rate of four and one-eighth percent (4.125%) per year. Interest only shall be payable during the first twenty-four (24) months thereof and shall be payable annually on the first and second anniversary dates thereof. Thereafter the Bond shall provide for monthly payment of combined principal and interest of $3,768.00 beginning twenty five (25) months following the Closing Date and continuing each month thereafter for a period of 455 months until paid. If not sooner paid, the final installment shall be due and payable 480 months 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; and
(b) A single fully registered bond without coupons in the denomination of $175,000.00, registered in the name of United States of America, Rural Utilities Service, which shall be numbered R-2, shall be dated the Closing Date and shall bear interest at the rate of two and one-quarter percent (2.25%) per year. Interest only shall be payable during the first twenty-four (24) months thereof and shall be payable annually on the first and second anniversary dates thereof. Thereafter the Bond shall provide for monthly payment of combined principal and interest of $573.00 beginning twenty five (25) months following the Closing Date and continuing each month thereafter for a period of 455 months until paid. If not sooner paid, the final installment shall be due and payable 480 months 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.
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 Bonds 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 Bonds at the office of the Registrar.
Section 3.3 Execution of Bonds: The Bonds shall be signed by the Mayor of the Town and countersigned by its Clerk and its seal shall be affixed thereto.
Section 3.4 Form of Bonds: The Bonds shall be in substantially the form set forth on Exhibits A-1 and A-2.
Section 3.5 Registration and Exchange of Bonds: The Treasurer of the Town is hereby appointed Registrar. Transfer of the Bonds 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 3.6 Delivery of Bonds: The Mayor and the Clerk are hereby authorized and directed to take all proper steps to have the Bonds prepared and executed in accordance with their terms and to deliver the Bonds 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 Bonds.
Section 3.7 Prepayment of Bonds: Installments of principal due on the bonds 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 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.
ARTICLE 4
REVENUES AND FUNDS
Section 4.1 Revenue Fund: All rates, fees and other charges or other revenue derived from the ownership or operation of the System shall be collected and, so far as may be practicable, deposited not less frequently than weekly in a special account designated the Revenue Fund. Moneys on deposit in the Revenue Fund shall be used only in the manner and priority set out below.
Section 4.2 Debt Service Fund: Each month the Town shall transfer from the Revenue Fund to a special account designated the Debt Service Fund an amount equal to the installments of interest or principal and interest, as the case may be, coming due on the Bonds that month. If there should be insufficient moneys in the Revenue Fund for this purpose, the deficit shall be added to the required payment for the month or months next ensuing until such deficit is eliminated. When the balance in the Debt Service Fund shall equal the principal of and interest on the Bonds then outstanding to their respective maturities, no further transfers to the Debt Service Fund shall be required. The Town shall pay installments of principal and interest on the Bonds from the Debt Service Fund as the same become due.
Section 4.3 Balance in Revenue Fund: Any balance remaining in the Revenue Fund each month, after making the transfers to the Debt Service Fund required by Section 4.2 may be used by the Town for any lawful purpose.
Section 4.4 Pledge of Revenues: All revenues derived by the Town from the use of and services furnished by the System and all moneys in the Revenue Fund and Debt Service Fund are hereby pledged to the payment of the principal of and interest on the Bonds, subject to the right of the Town to make application thereof to other purposes as provided herein.
ARTICLE 5
SECURITY FOR DEPOSITS AND INVESTMENT OF FUNDS
Section 5.1 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 Bonds in the manner required by the Virginia Security for Public Deposits Act (Chapter 44, Title 2.2, Code of Virginia of 1950, as amended) or any successor provision of law.
ARTICLE 6
PARTICULAR COVENANTS
Section 6.1 Payment of Bonds: The Town shall pay promptly, as provided herein, the principal of and interest on the Bonds.
Section 6.2 Operation and Maintenance: The Town shall operate the System in an efficient and economical manner, maintain the same in good condition and make all necessary repairs, replacements and renewals. All compensation, salaries, fees and wages paid by it in connection with the operation, maintenance and repair of the System shall be reasonable. The Town shall comply with all applicable state and Federal laws.
Section 6.3 Competition: The Town shall not operate or assent to the operation of any utility service in competition with the System.
Section 6.4 Consulting Engineer: The Town shall employ as Consulting Engineer an engineering firm or individual engineer of recognized standing and experience registered in the Commonwealth of Virginia, whose duties shall include advice as to proper operation, maintenance and repair of the System.
Section 6.5 Sale or Encumbrance. The Town shall not sell, transfer, lease or otherwise encumber the System or any portion thereof, nor permit others to do so, without the prior written consent of the Government.
Section 6.6 Title to Lands: All parts of the System shall be located on lands to which title in fee simple or over which valid perpetual easements, in either case sufficient for the purposes of the System, are owned by the Town, or over which the Town has a valid license satisfactory to the Government.
Section 6.7 Insurance: The Town shall require and maintain such insurance coverage with respect to the System as may be required by the Government, including without limitation:
(a) insurance covering all insurable above-ground structures, equipment, electrical and other machinery forming a part of the System;
(b) flood insurance covering all structures forming a part of the System located in flood plains;
(c) public liability and property damage insurance;
(d) workmen's compensation insurance on all employees of the Town; and
(e) 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 6.8 Records and Reports: The Town shall establish and maintain such books and records relating to the operation of the System 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 6.9 Access to Books and System: The Town shall provide to the Government at all reasonable times access to all books and records relating to the System and access to the property of the System 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 Bonds by the Government.
Section 6.10 Refinancing: The Town shall refinance the unpaid principal balance of the Bonds 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 7.1 Discharge upon Payment of Bonds: If the Bonds shall have become due and payable in accordance with their terms or shall have been duly called for the prepayment and the full amounts of the principal, interest and prepayment premium, if any, so due and payable upon the Bonds 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 Bonds 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 Bonds 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 Bonds, may be used by the Town for any lawful purpose.
ARTICLE 8
DEFAULT AND REMEDIES
Section 8.1 Default and Remedies: Upon default by the Town (a) in the payment of principal of or interest on the Bonds, (b) in the performance of any covenant or agreement contained in the Bonds or in this resolution or (c) upon the filing of a petition in bankruptcy by the Town, the holder of the Bonds at its option may:
(a) declare the entire unpaid principal amount of the Bonds then outstanding and accrued interest thereon to be immediately due and payable;
(b) incur and pay such reasonable expenses for the account of the Town as may be necessary to cure the cause of any default;
(c) proceed to protect and enforce its rights under the Bonds 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 8.2 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 9.1 Contract with Bondholder: The provisions of this resolution shall constitute a contract between the Town and the holder of the Bonds for so long as either of the Bonds and interest thereon are outstanding.
Section 9.2 Town Officers and Agents: The officers and agents of the Town shall do all acts and things required of them by this resolution, the Bonds and the Act for the complete and punctual performance of all the terms, covenants and agreements contained therein.
Section 9.3 Limitation of Rights: Nothing expressed or mentioned in or to be implied from this resolution or the Bonds is intended or shall be construed to give to any person or company other than the parties hereto and the holder of the Bonds 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 Bonds as herein provided.
Section 9.4 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 Bonds shall be liable personally on the Bonds 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 9.5 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 Bonds shall have happened, exist and have been performed.
Section 9.6 Series Designation: In the event the Bonds are not issued during calendar year 2011, 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 their issuance. Thereafter all references in this resolution to the Bonds shall be deemed to refer to the General Obligation Bonds issued pursuant to Article 3 under their 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 Bonds.
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 11th day of January, 2011.
_________________________________
Mayor, Town of Brookneal
(SEAL)
ATTEST:
_________________________________
Clerk of Council
EXHIBIT A-1 TO RESOLUTION OF
TOWN OF BROOKNEAL
Dated ___________, 2011
No. R-1
$866,000.00
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 Utilities Service, (the “Government”), or registered assigns, the principal sum of
EIGHT HUNDRED SIXTY-SIX THOUSAND DOLLARS
($866,000.00)
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. Interest only shall be payable during the first twenty-four (24) months hereof and shall be payable annually on the first and second anniversary dates hereof. Thereafter monthly payments of combined principal and interest of Three Thousand Seven Hundred and Sixty Eight Dollars ($3,768.00) shall be payable beginning on the twenty fifth (25th) month from the date hereof and continuing monthly thereafter for Four Hundred Fifty Five (455) consecutive months 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, of all amounts owed hereunder shall be due and payable Four Hundred Eighty (480) months 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.
Amounts shall be advanced against this bond as requested by the Town and approved by the Government and the Town agrees to use the proceeds of advances solely for the purposes authorized by the Government.
This bond has been authorized by a resolution adopted by the Town Council on January 11, 2011 (the “Bond Resolution”), and is issued pursuant to the Charter and the Virginia Public Finance Act to provide funds to finance improvements to the Town’s water system. 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 from the System 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.
Any amount expended or advanced by the Government for the collection hereof or to protect any security herefor, at the option of the Government, shall become a part of and bear interest at the same rate as the principal hereof and be immediately due and payable by the Town to the Government without demand.
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 _____________, 2011.
(CORPORATE SEAL)
TOWN OF BROOKNEAL,
ATTEST: VIRGINIA
_____________________________ ______________________________
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
___________, 2011 Rural Utilities Service ____________________
EXHIBIT A-2 TO RESOLUTION OF
TOWN OF BROOKNEAL
Dated ___________, 2009
No. R-2
$175,000.00
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 Utilities Service, (the “Government”), or registered assigns, the principal sum of
ONE HUNDRED SEVENTY-FIVE THOUSAND DOLLARS
($175,000.00)
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 Two and One Quarter Percent (2.25 %) per year. Interest only shall be payable during the first twenty-four (24) months hereof and shall be payable annually on the first and second anniversary dates hereof. Thereafter monthly payments of combined principal and interest of Five Hundred and Seventy Three Dollars ($573.00) shall be payable beginning on the twenty fifth (25th) month from the date hereof and continuing monthly thereafter for Four Hundred Fifty Five (455) consecutive months 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, of all amounts owed hereunder shall be due and payable Four Hundred Eighty (480) months 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.
Amounts shall be advanced against this bond as requested by the Town and approved by the Government and the Town agrees to use the proceeds of advances solely for the purposes authorized by the Government.
This bond has been authorized by a resolution adopted by the Town Council on January 11, 2011 (the “Bond Resolution”), and is issued pursuant to the Charter and the Virginia Public Finance Act to provide funds to finance improvements to the Town’s water system. 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 from the System 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.
Any amount expended or advanced by the Government for the collection hereof or to protect any security herefor, at the option of the Government, shall become a part of and bear interest at the same rate as the principal hereof and be immediately due and payable by the Town to the Government without demand.
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 _____________, 2011.
(CORPORATE SEAL)
TOWN OF BROOKNEAL,
ATTEST: VIRGINIA
_____________________________ ______________________________
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
___________, 2011 Rural Utilities Service ____________________
LOAN RESOLUTION FOR USDA CLOSING OF WATER PROJECT
Upon motion by Robert Jean, seconded by James Nowlin, and unanimously carried, the Council approved the following loan resolution for the USDA water project closing.
A verbal vote was taken as follows:
Ms. Laprade Aye Mr. Nowlin Aye
Mr. Jean Aye Ms. Meisenbach Aye
Mr. Adams Aye Mr. Wilkes Aye
Mayor Campbell Aye
RESOLUTION OF GOVERNING BODY OF THE TOWN OF BROOKNEAL
The governing body of the Town of Brookneal consisting of 7 members, in a duly called meeting held on the 11th day of January 2011, at which a quorum was present
RESOLVED as follows:
BE IT HEREBY RESOLVED that, in order to facilitate obtaining financial
assistance from the United States of America, acting by and through the Rural Utilities Service, an agency of the United States Department of Agriculture, (the Government) in
the development of IMPROVEMENTS TO THE WATER SYSTEM OF BROOKNEAL, to serve the community, the governing body does hereby adopt and abide by the covenants contained in the agreements, documents, and forms required by the Government to be executed.
BE IT FURTHER RESOLVED that the Mayor, Phyllis L. Campbell, of the Town Council be authorized to execute on behalf of the Town of Brookneal the above- referenced agreements and to execute such other documents including, but not limited to, debt instruments and security instruments as may be required in obtaining the said financial assistance.
This Resolution, along with a copy of the above-referenced documents, is hereby entered into the permanent minutes of the meetings of this Board.
TOWN OF BROOKNEAL
By _________________________
Attest:
______________________________
CERTIFICATION
I hereby certify that the above resolution was duly adopted by the _____________
________________________________ of the Town of Brookneal in a duly assembled
Meeting on the ________ day of ____________________, 2011.
___________________________________
Secretary/Clerk
GRANT AGREEMENT FOR USDA CLOSING
Upon motion by Robert Jean, seconded by Mark Wilkes, and unanimously carried, the Council approved the grant agreement for the closing of the water project which was tentatively scheduled for Wednesday, January 26, 2011.
A verbal vote was taken as follows:
Ms. Laprade Aye Mr. Nowlin Aye
Mr. Jean Aye Ms. Meisenbach Aye
Mr. Adams Aye Mr. Wilkes Aye
Mayor Campbell Aye
SETTING THE MEETING DATES FOR 2011 AND APPROVAL OF TOWN HOLIDAYs FOR 2011
Upon motion by James Nowlin, seconded by Mark Wilkes, and unanimously carried, the Council approved the meeting dates and town holidays for 2011.
DAY IN THE TOWN 2011
Clerk/Treasurer Bobbie Waller said that if the Town has Day in the Town in coordination with the Bass Festival that would put the date on April 30, 2011. The Bass Festival is scheduled for April 29, 30 and May 1, 2011. Ms. Waller also said that the streets may be torn up due to work scheduled to begin on the downtown streets and sidewalks in the near future. Consensus was to have Day in the Town on April 30, 2011, and at the ballpark this year if the streets and sidewalks are torn up due to construction.
GRAVES AT WICKLIFFE CEMETERY
Mike Crews said that a citizen had asked about selling some graves back to the Town. These graves were purchased in 1970 for $20.00 per grave. Mr. Jean suggested asking the citizen what she wanted for the graves, and at that point deciding whether the Town would buy the graves back or not. Mayor Campbell said that Mr. Crews would continue to talk to this citizen and get a price and then bring it back to the Council at a later date.
TRANSFER OF APPROPRIATION
Upon motion by Robert Jean, seconded by Richard Adams, and unanimously carried, the Council approved the following transfer of appropriation to cover the cost of a new server for the front office.
REQUEST FOR TRANSFER OF APPROPRIATION
To: Brookneal Town Council
Date: January 7, 2011
The following Appropriation Transfers are requested:
General Fund As of 1/7/11
Category—Expense ADD New Total Balance in Account
Information Technology—01-1227-5403 $1,720.00 $ 5,400.00 $ 3.30
Category—Expense DELETE New Total Balance in Account
Police—Salaries—01-3101-1001 $1,720.00 $ 92,234.00 $69,141.76
To cover costs of new server.
Respectfully requested by:
_________________________________
Treasurer
_________________________________
Date
COMMITTEE RECOMMENDATIONS
Finance and Planning Committee Chairperson Richard Adams said that his committee needs to start their planning of budget issues. Mr. Adams also said that the town manager that was hired and had confirmed in the last week that he would be here to start in about 2 weeks has today declined the position due to a personal matter that is going to preclude him from accepting the offer. He said that the committee would have to go back to the drawing board.
Physical Development Committee Chairperson James Nowlin said that the area at the intersection of Cook Avenue and Main Street has been very dangerous due to the recent snow and ice storms. He said the Town or the state needs to put something there to avoid vehicles from sliding out into the intersection. Ms. Meisenbach said that Rush Street has been a problem also. Ms. Meisenbach asked Mr. Crews if he could at least get a sign to go on Cook Avenue that said “ICE” that would be there to warn motorists of the road conditions.
ITEMS FROM TOWN COUNCIL
Councilperson Barbara Laprade said that she had received a complaint about the railroad crossing. Ms. Laprade also said that she had been doing some researching in terms of promoting the Town. She said there is a movement for many small towns called rural sourcing. She said that instead of outsourcing jobs to foreign countries, a lot of companies are using rural areas to outsource their work. She said that websites such as ruralsourcing.com and ruraltourismmarketing.com are sites that may be of interest to the Council. Mr. Jean and Mayor Campbell suggested Ms. Laprade contact Mr. Scott Smith with the Region 2000 office who is presently working on our website and marketing activities through the downtown revitalization grant.
Councilperson Meisenbach said the Council needs to consider updating the Town Charter since it is now out of line with the State Code regarding how the Council handles appointments in the vacancy of a Council seat. She said it was changed and went into effect in July 2010. She said that the Council should also look at the charter to see if anything else needs to be changed. Mr. Jean said that the Council has a full plate right now with grants, budget, and hiring new people; he did not see changing the charter anymore than what was absolutely necessary right now. Ms. Meisenbach said that she was suggesting that she would work on it and then bring before the Council at a later date for review. She said that the Council should have the changes in place for the next election, and have it brought before the next General Assembly in January 2012.
Councilperson Mark Wilkes suggested upgrading the road at the Wickliffe cemetery. He said that the fees for the gravesites should be raised from $150 to $250 for in-town citizens and from $250 to $350 for out of town citizens to help pay for the paving of the road to the cemetery. Ms. Meisenbach suggested starting with a gravel road bed and then progress to a paved road in a couple of years. Ms. Meisenbach said that the physical development committee needs to look at the cemetery sometime because she had received complaints about the conditions of the head stones.
Mr. Wilkes also suggested that the Town employees be offered the opportunity to get uniforms to wear in their jobs since they work in trash and sewer. Mr. Wilkes said that the uniform service is not expensive, and he suggested the Town share the expense with the employees. Mr. Wilkes said he heard that the cost was approximately $4.00-$6.00 per week. Mr. Adams said that he thought there were some hidden fees involved such as set up costs that could get expensive. Consensus was that everyone thought this was a good idea, and Mr. Nowlin suggested having Mr. Crews poll his employees to find out who might be interested. Ms. Meisenbach suggested having a representative from the uniform company come talk to the Town workers and have a presentation at the next Council meeting.
ADJOURNMENT
Upon motion from Richard Adams, seconded by Mark Wilkes, and unanimously carried, Mayor Campbell announced that the January 11, 2011, Council meeting was adjourned.
___________________________ ____________________________
Bobbie A. Waller Phyllis L. Campbell
Clerk/Treasurer Mayorj
