HomeMy WebLinkAboutCivic Improvement Corporation - 2015-01 Civic Improvement Corporation Resolution
RESOLUTION NO. 2015-01
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE
CITY OF HUNTINGTON BEACH CIVIC CENTER IMPROVEMENT CORPORATION
DISSOLVING THE CIVIC IMPROVEMENT CORPORATION
WHEREAS, on July 29, 1986, the City of Huntington Beach filed articles of
incorporation and created the City of Huntington Beach Civic Center Improvement Corporation
("Corporation"); and
The Corporation was created and organized in part to render financial assistance to the
City of Huntington Beach("City") by financing, acquiring, constructing, improving, leasing and
selling buildings, building improvements, equipment, utilities, landscaping and other public
improvements, lands, and any other real or personal property for the benefit of residents of the
City and surrounding areas. In addition, to borrow the necessary funds to pay the cost of
financing, acquiring, constructing, replacing, establishing, improving, maintaining, equipping
and operating such properties and facilities the indebtedness for which borrowed money may, but
need not, be evidenced by securities of the Corporation; and
The Corporation is organized and operated exclusively for social welfare purposes within
the meaning of Section 501(c)(4) of the Internal Revenue Code; and
On August 4, 1986, the Corporation Bylaws were adopted and provide for the
termination of the Corporation upon a vote of the Directors; and
Upon the dissolution or winding up of the Corporation, its assets remaining after payment
of, or provision made for the payment of, all debts and liabilities of the Corporation, shall be
distributed to the City of Huntington Beach, California. If for any reason the City of Huntington
Beach is unable or unwilling to accept the assets of the Corporation, said assets will be
distributed to the United States of America, the State of California, or any political subdivision
thereof, or to a nonprofit fund, foundation or corporation which is organized and operated
exclusively for charitable or social welfare purposes and which has established its tax-exempt
status under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code of 1954,
NOW, THEREFORE, the Board of Directors of the Corporation does hereby resolve as
follows:
1. The Corporation no longer owns assets or indebtedness including any revenue
bonds issued to further the construction of the Huntington Beach Civic Center complex.
2. The Executive Director has determined that all revenue bonds issued for the
purposes of constructing the Civic Center complex or otherwise issued have been
defeased/retired and/or paid in full, including all principal amounts thereof and all interest
thereon.
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Resolution No. 2015-01 - Civic Improvement Corp.
3. The Board of Directors of the Corporation hereby determines that the Corporation
should now be terminated by adoption of this Resolution, and does hereby confirm the winding
up and termination of the Corporation effective February 2, 2015.
4. The Executive Director hereby is authorized and directed to report the termination
of the Authority to any Federal or State agency charged with regulating the Corporation.
5. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Board of
Directors declares that it would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
6. This Resolution shall take effect upon the date of its adoption.
PASSED AND ADOPTED by the Board of Directors of the Huntington Beach Civic
Center Improvement Corporation at a regular meeting thereof held on the 2nd day of
February , 2015.
Chair
REVIE A D APPROVED: APPROVED ' FORM:
Exe iv rector poration Counsel
7INITr IA AND APPROVED:
Exe t Director
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Res. No. 2015-01
STATE OF CALIFORNIA )
COUNTY OF ORANGE )
CITY OF HUNTINGTON BEACH )
I, JOAN FLYNN, Secretary of the Huntington Beach
Civic Improvement Corporation of the City of Huntington Beach, California
DO HEREBY CERTIFY that the foregoing resolution was duly adopted by the
Huntington Beach Civic Improvement Corporation of the City of Huntington
Beach at a meeting of said Huntington Beach Civic Improvement Corporation
held on February 2, 2015 and that it was so adopted by the
following vote:
AYES: Directors: Posey, O'Connell, Katapodis, Hardy, Sullivan, Delgleize, Peterson
NOES: Directors: None
ABSENT: Directors: None
ABSTAIN: Directors: None
Secreta% of the Huntington ' each Civic
Improvement Corporation of the City of
Huntington Beach, California