HomeMy WebLinkAboutagenda item 2015 0507 joint 03a2ITEM: 3.A.(2)
RESOLUTION NO. 193
A RESOLUTION OF THE CITY OF SOUTH BEND REDEVELOPMENT AUTHORITY,
APPROVING THE CITY OF SOUTH BEND’S PARTICIPATION IN THE
MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE
AND RATIFYING THE
CITY CONTROLLER’S FORMAL SUBMISSION
WHEREAS, the South Bend Redevelopment Authority, a separate body corporate and politic
and an instrumentality of the City of South Bend, has previously issued certain bonds which are
marketed and sold by underwriters, the sale of which bonds is governed by state and federal laws and
regulations including federal securities laws; and
WHEREAS, federal securities laws generally prohibit an underwriter from purchasing or
selling municipal bonds unless the issuer (the City or related body) has agreed to provide “continuing
disclosure” information to the marketplace about the bonds and the issuer after the bonds are issued,
including annual information about the issuer’s financial condition and operating data; and
WHEREAS, it is further generally required by federal securities law that any final offering
document (official statement) prepared in connection with a primary offering of these bonds must
contain a description of instances in the previous five years in which the issuer did not comply, in all
material respects, with previous commitments to provide such continuing information to the
marketplace; and
WHEREAS, out of apparent concern for whether issuers are complying with the continuing
disclosure requirement, and whether issuers are disclosing noncompliance with prior continuing
disclosure obligations in their official statements for the sale of subsequent bonds, the federal
Securities Exchange Commission (SEC), through its Division of Enforcement (the “Division”)
announced in 2014 a new Municipalities Continuing Disclosure Cooperation Initiative (the “MCDC
Initiative”); and
WHEREAS, the MCDC Initiative allows issuers to self-report without penalty instances
where material misstatements may have been made in the offering documents relating to prior
compliance with an issuer’s continuing disclosure obligations; and
WHEREAS, due to the complexity of the law in the determination of a material
misrepresentation, and the lack of SEC guidance on this point, the Controller of the City of South
Bend, Indiana, in an abundance of caution, determined that participation in the MCDC Initiative was
appropriate, and on November 24, 2014, he submitted the requisite reporting information to the SEC
on behalf of the City of South Bend, and its Redevelopment Commission, among others;
WHEREAS, on January 1, 2015, the City of South Bend adopted an “Indiana Bond
Continuing Disclosure Procedure,” revised March 9, 2015, undertaking to ensure that required
financial/operating information and event filings are published on the Electronic Municipal Market
Access (EMMA) in a timely manner, and that the City of South Bend Controller and Assistant
Controller will be responsible for implementing this procedure; and
Resolution No. 193
Page 2
WHEREAS, the South Bend Redevelopment Authority now wishes to approve and endorse
the City of South Bend’s participation in the MCDC Initiative and to ratify the action of the Controller
of City of South Bend in formally submitting the requisite reporting to the SEC on November 24,
2014.
NOW, THEREFORE, BE IT RESOLVED BY THE REDEVELOPMENT AUTHORITY
OF THE CITY OF SOUTH BEND, INDIANA AS FOLLOWS:
SECTION I: The South Bend Redevelopment Authority approves and endorses the City of
South Bend’s participation in the MCDC Initiative.
SECTION II: The South Bend Redevelopment Authority further ratifies the action of the
Controller of City of South Bend in formally submitting on November 24, 2014 the requisite reporting
to the SEC on behalf of the South Bend Redevelopment Authority.
SOUTH BEND
REDEVELOPMENT AUTHORITY
______________________________
Signature
______________________________
Printed Name and Title
South Bend Redevelopment Authority
ATTEST:
______________________________
Signature
______________________________
Printed Name and Title
South Bend Redevelopment Authority