TO: Honorable Board of Directors
FROM: Chris Celsi, Executive Director
REPORT BY: Chris Celsi, Executive Director
SUBJECT: Contract with Jones Hall as bond counsel
RECOMMENDATION
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Approve and authorize the Agreement with Jones Hall to serve as bond counsel for the loan to construct the new Construction & Demolition Building, for a fixed fee of $50,000.
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EXECUTIVE SUMMARY
The Authority has been relying on Scott Ferguson, a partner at Jones Hall, to serve as bond counsel for the loan for the new Construction & Demolition Building. Jones Hall serves as special bond counsel to Napa County, a member agency of Authority, and has the expertise and resources to assist the Authority as well. Bond counsel prepares all financing documents, including an indenture of trust and related documents, prepares all documents required for the closing of the financing, and supervises the closing. Bond counsel also provides a legal opinion approving the validity and enforceability of the proceedings for the authorization and issuance of the loans, and confirms that the interest payable on the loan and received by the investor is exempt from federal taxation, to the extent appropriate.
Jones Hall is not paid on an hourly basis. They will be paid a fixed fee of $50,000 contingent on the successful closing of the loan, which is typical for this sort of transaction. Payment will be made from the loan proceeds.
FISCAL & STRATEGIC PLAN IMPACT
Is there a Fiscal Impact?
Yes
Is it currently budgeted?
Yes
Where is it budgeted?
Devlin Road Transfer Station Capital Improvement Project #17810.
Is it Mandatory or Discretionary?
Discretionary
Discretionary Justification:
Bond counsel is necessary to obtain the loan.
Is the general fund affected?
No
Future fiscal impact:
None.
Consequences if not approved:
Authority may be ineligible for the loan.
ENVIRONMENTAL IMPACT
ENVIRONMENTAL DETERMINATION: This proposed activity is not subject to CEQA pursuant to CEQA Guidelines section 1506...
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