HomeMy WebLinkAboutRes 2023-04-5013 Formation of APFC Reserve at Anna Development LLCANNA PUBLIC FACILITY CORPORATION
F%ew"ari No, ;2-4.9-3 - 04- 5G 13
RESOLUTION AUTHORIZING THE FORMATION OF APFC RESERVE AT ANNA
DEVELOPMENT, LLC (THE "Co -DEVELOPER") IN CONNECTION WITH THE
ANNA PUBLIC FACILITY CORPORATION MULTIFAMILY HOUSING REVENUE
BONDS (THE RESERVE AT ANNA), SERIES 2023; AUTHORIZING THE
DESIGNATION OF THE ANNA PUBLIC FACILITY CORPORATION AS THE SOLE
MEMBER OF THE CO -DEVELOPER; APPROVING THE FORM AND SUBSTANCE
OF A LIMITED LIABILITY COMPANY AGREEMENT AND THE EXECUTION
THEREOF; RATIFYING CERTAIN ACTIONS HERETOFORE TAKEN IN
CONNECTION WITH THE CO -DEVELOPER; AUTHORIZING THE EXECUTION OF
DOCUMENTS AND INSTRUMENTS NECESSARY OR CONVENIENT TO CARRY
OUT THE PURPOSES OF THIS RESOLUTION; AND CONTAINING OTHER
PROVISIONS RELATING THERETO
WHEREAS, the Anna Public Facility Corporation (the "Corporation ") has been duly
created and organized pursuant to and in accordance with the provisions of the Texas Public
Facility Corporation Act, Chapter 303, Local Government Code, as amended (the "Act"), for the
purpose of providing a means of financing the costs of the acquisition, construction, rehabilitation,
renovation, repair, equipping furnishing and placement in service of public facilities; and
WHEREAS, pursuant to the Act, the Corporation intends to issue, sell and deliver its
Multifamily Housing Revenue Bonds (The Reserve at Anna), Series 2023, in an aggregate
principal amount not to exceed $32,000,000 (the "Bonds") to provide for (i) the financing by
I , a Texas limited partnership (the "Borrower"), of the acquisition, construction and
equipping of a public facility consisting of a multifamily residential rental development for low
and moderate income tenants to be known as The Reserve at Anna, and located in the City of
Anna, Collin County, Texas; and (ii) the payment of certain costs of issuance of the Bonds in
accordance with the Constitution and laws of the State of Texas; and
WHEREAS, APFC Reserve at Anna Development, LLC (the "Co -Developer"'), a Texas
limited liability company whose sole member is the Corporation, will serve as co -developer to the
Borrower in connection with the acquisition, owning, leasing and managing of the Development
pursuant to a Development Agreement (the "Development Agreement") between the Co -
Developer and an affiliate or designee the Borrower; and
WHEREAS, as the sole member of the Co -Developer, the Corporation desires to authorize
all action necessary and appropriate to enter into and carry out all actions for the benefit of the
Borrower in connection with the Development, to appoint officers of the Co -Developer; to approve
of the Co -Developer's formation and the form and substance of its Limited Liability Company
Agreement (the "Company Agreement"); and to ratify all actions previously taken on behalf of
the Co -Developer;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE ANNA PUBLIC
FACILITY CORPORATION THAT:
co -developer formation resolution 4867-1036-2717 v2.docx
2310605
Section 1. Formation of Co -Developer. The formation of APFC Reserve at Anna
Development, LLC is hereby approved and ratified.
Section 2. Designation of Sole Member. The designation of the Corporation as the sole
member of the Co -Developer is hereby approved and ratified.
Section .3. Approval and Execution of the Company Agreement. The form and substance
of the Company Agreement are hereby approved, and the officers of the Corporation, as sole
member of the Co -Developer, are each hereby authorized to execute the Company Agreement.
Section 4. Appointment of Officers of the Co -Developer. Stan Carver II is appointed
President, Danny Ussery is appointed Vice President and Pete Cain is appointed Secretary of the
Co -Developer.
Section S. Execution and Delivery of Financing Documents. The officers of the Co -
Developer are each hereby authorized to negotiate the terms of, execute and attest to the
Development Agreement and any other such agreements, assignments, notes, certificates,
contracts, documents, instruments, releases, financing statements, letters of instruction, written
requests and other papers, whether or not mentioned herein, as may be necessary or convenient to
carry out or assist in carrying out the purposes of this Resolution.
Section 6. Ratification of Previous Actions. The Corporation hereby ratifies, confirms
and adopts all actions previously taken on behalf of the Co -Developer to carry into effect the
transactions contemplated by this Resolution.
Section 7. Effective Date. This Resolution shall be in full force and effect from and
upon its adoption.
Section 8. Severability. If any section, paragraph, clause or provision of this Resolution
shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of
such section, paragraph, clause or provision shall not affect any of the remaining provisions of this
Resolution.
[Remainder of Page Intentionally Left Blank]
PASSED AND APPROVED the 25th day of April, 2023.
ANNA PUBLIC FACILITY CORPORATION
By
Stan Carver II
President
[Signature Page to APFC Reserve at Anna Development, LLC Formation Resolution]