District Of Columbia 2023-2024 Regular Session

District Of Columbia Council Bill PR25-0751 Compare Versions

Version 1 (Old)

Version 2 (New)

Old	New		Differences
1		-	ENROLLED ORIGINAL
	1	+	MURIEL BOWSER
	2	+	MAYOR
	3	+	May 2, 2024
	4	+	The Honorable Phil Mendelson
	5	+	Chairman
	6	+	Council of the District of Columbia
	7	+	1350 Pennsylvania Avenue, N.W.
	8	+	Suite 504
	9	+	Washington, DC 20001
	10	+	Dear Chairman Mendelson:
	11	+	Enclosed for consideration and adoption by the Council of the District of Columbia is a
	12	+	proposed resolution entitled “Provident Group Girard Properties Inc. Revenue Bonds Project
	13	+	Approval Resolution of 2024” (the “Resolution”).
	14	+	The Resolution authorizes the issuance, sale, and delivery in an aggregate principal amount
	15	+	not to exceed $15,000,000. These bonds will be used for the financing, refinancing, or
	16	+	reimbursing of costs incurred by Provident Group Girard Properties Inc. for its project located at
	17	+	654 Girard Street, N.W., in Ward 1.
	18	+	In
	19	+	accordance with Section 490 of the Home Rule Act, we have determined that the bonds,
	20	+	when, as, and if issued, shall be without recourse to the District. The bonds shall not be general
	21	+	obligations of the District; shall not be a pledge of or involve the full faith and credit or the
	22	+	taxing power of the District; shall not constitute a debt of
	23	+	the District; and shall not constitute a
	24	+	lending of public credit for private undertakings as
	25	+	prohibited in section 602(a)(2) of the Home
	26	+	Rule Act. The bonds shall not give rise to any pecuniary liability of the District and the District
	27	+	shall have no obligation with respect to the purchase of the bonds.
	28	+	I
	29	+	urge the Council to take prompt and favorable action on the measure.
	30	+	Sincerely,
	31	+	Muriel E. Bowser
	32	+	Enclosures 1
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	61	+	30
	62	+	31
	63	+	32
	64	+	~
	65	+	Chairman Phil Mendelson
	66	+	at the request
	67	+	of the Mayor
	68	+	A PROPOSED RESOLUTION
	69	+	IN THE COUNCIL OF THE DISTRICT OF COLUMBIA
	70	+	To authorize and provide for the issuance, sale, and delivery in an aggregate principal amount not
	71	+	to
	72	+	exceed $15 million of District of Columbia revenue bonds in one or more series pursuant to a
	73	+	plan
	74	+	of finance and to authorize and provide for the loan of the proceeds of such bonds to
	75	+	assist Provident Group Girard Properties Inc., in the financing, refinancing, or reimbursing
	76	+	of
	77	+	costs associated with an authorized project pursuant to section 490 of the District of
	78	+	Columbia Home Rule Act.
	79	+	RESOLVED,
	80	+	BY THE COUNCIL OF THE DISTRICT OF COLUMBIA, That this
	81	+	resolution may be cited as the "Provident Group Girard Properties Inc. Revenue Bonds Project
	82	+	Approval Resolution
	83	+	of 2024".
	84	+	Sec. 2. Definitions.
	85	+	For the purposes
	86	+	of this resolution, the term:
	87	+	(
	88	+	1) "Authorized Delegate" means the Mayor or the Deputy Mayor for Planning
	89	+	and Economic Development, or any officer or employee
	90	+	of the Executive Office of the Mayor to
	91	+	whom the Mayor has delegated or to whom the foregoing individuals have subdelegated any
	92	+	of
	93	+	the Mayor's functions under this resolution pursuant to section 422(6) of the Home Rule Act.
	94	+	(2) "Bond Counsel" means a firm or firms
	95	+	of attorneys designated as bond
	96	+	counsel from time to time by the Mayor.
	97	+	2
	98	+	(3) “Bonds” means the District of Columbia revenue bonds, notes, or other 33
	99	+	obligations (including refunding bonds, notes, and other obligations), in one or more series, 34
	100	+	authorized to be issued pursuant to this resolution. 35
	101	+	(4) “Borrower” means the owner, operator, manager and user of the assets 36
	102	+	financed, refinanced, or reimbursed with proceeds from the Bonds, which shall be Provident 37
	103	+	Group Girard Properties Inc., a nonprofit corporation organized and existing under the laws of 38
	104	+	the District of Columbia, which is exempt from federal income taxes under 26 U.S.C § 501(a) as 39
	105	+	an organization described in 26 U.S.C. § 501(c)(3) and which is liable for the repayment of the 40
	106	+	Bonds. 41
	107	+	(5) “Closing Documents” means all documents and agreements, other than 42
	108	+	Financing Documents, that may be necessary and appropriate to issue, sell, and deliver the 43
	109	+	Bonds and to make the Loan contemplated thereby, and includes agreements, certificates, letters, 44
	110	+	opinions, forms, receipts, and other similar instruments. 45
	111	+	(6) “District” means the District of Columbia. 46
	112	+	(7) “Financing Documents” means the documents, other than Closing Documents, 47
	113	+	that relate to the financing or refinancing of transactions to be effected through the issuance, sale, 48
	114	+	and delivery of the Bonds and the making of the Loan, including any offering document, and any 49
	115	+	required supplements to any such documents. 50
	116	+	(8) “Home Rule Act” means the District of Columbia Home Rule Act, approved 51
	117	+	December 24, 1973 (87 Stat. 774; D.C. Official Code § 1- 201.01 et seq. ). 52
	118	+	(9) “Issuance Costs” means all fees, costs, charges, and expenses paid or incurred 53
	119	+	in connection with the authorization, preparation, printing, issuance, sale, and delivery of the 54
	120	+	Bonds and the making of the Loan, including, but not limited to, underwriting, legal, accounting, 55
	121	+	3
	122	+	rating agency, and all other fees, costs, charges, and expenses incurred in connection with the 56
	123	+	development and implementation of the Financing Documents, the Closing Documents, and 57
	124	+	those other documents necessary or appropriate in connection with the authorization, 58
	125	+	preparation, printing, issuance, sale, marketing, and delivery of the Bonds and the making of the 59
	126	+	Loan contemplated thereby, together with financing fees, costs, and expenses, including program 60
	127	+	fees and administrative fees charged by the District, fees paid to financial institutions and 61
	128	+	insurance companies, initial letter of credit fees (if any), compensation to financial advisors and 62
	129	+	other persons (other than full-time employees of the District) and entities performing services on 63
	130	+	behalf of or as agents for the District. 64
	131	+	(10) “Loan” means the District’s lending of proceeds from the sale, in one or 65
	132	+	more series, of the Bonds to the Borrower. 66
	133	+	(11) “Project” means the financing, refinancing or reimbursing of all or a portion 67
	134	+	of the Borrower’s costs of: 68
	135	+	(A) Refinancing certain existing indebtedness, the proceeds of which were 69
	136	+	used to finance the acquisition from Howard University of long term leasehold interests in an 70
	137	+	approximate 61,452 square foot multifamily residential rental building, comprising 80 rental 71
	138	+	housing units located at 654 Girard Avenue, NW, in Washington, DC (the “Facility”); 72
	139	+	(B) funding certain working capital costs, to the extent financeable relating 73
	140	+	to the Bonds; 74
	141	+	(C) funding interest on the Bonds and any credit enhancement costs, 75
	142	+	liquidity costs or debt service reserve fund relating to the Bonds; and 76
	143	+	(D) Paying allowable Issuance Costs. 77
	144	+	4
	145	+	Sec. 3. Findings. 78
	146	+	The Council finds that: 79
	147	+	(1) Section 490 of the Home Rule Act provides that the Council may, by 80
	148	+	resolution, authorize the issuance of District revenue bonds, notes, or other obligations 81
	149	+	(including refunding bonds, notes, or other obligations) to borrow money to finance, refinance, 82
	150	+	or reimburse costs, and to assist in the financing, refinancing, or reimbursing of, the costs of 83
	151	+	undertakings in certain areas designated in section 490 and may effect the financing, refinancing, 84
	152	+	or reimbursement by loans made directly or indirectly to any individual or legal entity, by the 85
	153	+	purchase of any mortgage, note, or other security, or by the purchase, lease, or sale of any 86
	154	+	property. 87
	155	+	(2) The Borrower has requested the District to issue, sell, and deliver revenue 88
	156	+	bonds, in one or more series, in an aggregate principal amount not to exceed $15 million, and to 89
	157	+	make the Loan for the purpose of financing, refinancing, or reimbursing costs of the Project. 90
	158	+	(3) The Project is located in the District and will contribute to the health, 91
	159	+	education, safety, or welfare of, or the creation or preservation of jobs for, residents of the 92
	160	+	District, or to economic development of the District. 93
	161	+	(4) The Project is an undertaking in the area of housing, within the meaning of 94
	162	+	section 490 of the Home Rule Act. 95
	163	+	(5) The authorization, issuance, sale, and delivery of the Bonds and the Loan to 96
	164	+	the Borrower are desirable, are in the public interest, will promote the purpose and intent of 97
	165	+	section 490 of the Home Rule Act, and will assist the Project. 98
	166	+	Sec. 4. Bond authorization. 99
	167	+	(a) The Mayor is authorized pursuant to the Home Rule Act and this resolution to assist 100
	168	+	5
	169	+	in financing, refinancing or reimbursing the costs of the Project by: 101
	170	+	(1) The issuance, sale, and delivery of the Bonds, in one or more series, in an 102
	171	+	aggregate principal amount not to exceed $15 million; and 103
	172	+	(2) The making of the Loan. 104
	173	+	(b) The Mayor is authorized to make the Loan to the Borrower for the purpose of 105
	174	+	financing, refinancing or reimbursing the costs of the Project and establishing any fund with 106
	175	+	respect to the Bonds as required by the Financing Documents. 107
	176	+	(c) The Mayor may charge a program fee to the Borrower, including, but not limited to, 108
	177	+	an amount sufficient to cover costs and expenses incurred by the District in connection with the 109
	178	+	issuance, sale, and delivery of each series of the Bonds, the District’s participation in the 110
	179	+	monitoring of the use of the Bond proceeds and compliance with any public benefit agreements 111
	180	+	with the District, and maintaining official records of each bond transaction, and assisting in the 112
	181	+	redemption, repurchase, and remarketing of the Bonds. 113
	182	+	(d) The Bond authorization set forth in this resolution includes the authorization to issue 114
	183	+	refunding Bonds to refinance any Bonds previously issued under this resolution to finance the 115
	184	+	Project; provided that the maximum principal amount of Bonds outstanding at any time does not 116
	185	+	exceed the maximum principal amount of Bonds authorized hereunder. 117
	186	+	Sec. 5. Bond details. 118
	187	+	(a) The Mayor and each Authorized Delegate is authorized to take any action reasonably 119
	188	+	necessary or appropriate in accordance with this resolution in connection with the preparation, 120
	189	+	execution, issuance, sale, delivery, security for, and payment of the Bonds of each series, 121
	190	+	including, but not limited to, determinations of: 122
	191	+	6
	192	+	(1) The final form, content, designation, and terms of the Bonds, including a 123
	193	+	determination that the Bonds may be issued in certificated or book- entry form; 124
	194	+	(2) The principal amount of the Bonds to be issued and denominations of the 125
	195	+	Bonds; 126
	196	+	(3) The rate or rates of interest or the method for determining the rate or rates of 127
	197	+	interest on the Bonds; 128
	198	+	(4) The date or dates of issuance, sale, and delivery of, and the payment of interest 129
	199	+	on, the Bonds, and the maturity date or dates of the Bonds; 130
	200	+	(5) The terms under which the Bonds may be paid, optionally or mandatorily 131
	201	+	redeemed, accelerated, tendered, called, or put for redemption, repurchase, or remarketing before 132
	202	+	their respective stated maturities; 133
	203	+	(6) Provisions for the registration, transfer, and exchange of the Bonds and the 134
	204	+	replacement of mutilated, lost, stolen, or destroyed Bonds; 135
	205	+	(7) The creation of any reserve fund, sinking fund, or other fund with respect to 136
	206	+	the Bonds; 137
	207	+	(8) The time and place of payment of the Bonds; 138
	208	+	(9) Procedures for monitoring the use of the proceeds received from the sale of 139
	209	+	the Bonds to ensure that the proceeds are properly applied to the Project and used to accomplish 140
	210	+	the purposes of the Home Rule Act and this resolution; 141
	211	+	(10) Actions necessary to qualify the Bonds under blue sky laws of any 142
	212	+	jurisdiction where the Bonds are marketed; and 143
	213	+	(11) The terms and types of credit enhancement under which the Bonds may be 144
	214	+	secured. 145
	215	+	7
	216	+	(b) The Bonds shall contain a legend, which shall provide that the Bonds are special 146
	217	+	obligations of the District, are without recourse to the District, are not a pledge of, and do not 147
	218	+	involve the faith and credit or the taxing power of the District, do not constitute a debt of the 148
	219	+	District, and do not constitute lending of the public credit for private undertakings as prohibited 149
	220	+	in section 602(a)(2) of the Home Rule Act. 150
	221	+	(c) The Bonds shall be executed in the name of the District and on its behalf by the 151
	222	+	manual or facsimile signature of the Mayor, and attested by the Secretary of the District of 152
	223	+	Columbia by the Secretary of the District of Columbia’s manual or facsimile signature. The 153
	224	+	Mayor’s execution and delivery of the Bonds shall constitute conclusive evidence of the Mayor’s 154
	225	+	approval, on behalf of the District, of the final form and content of the Bonds. 155
	226	+	(d) The official seal of the District, or a facsimile of it, shall be impressed, printed, or 156
	227	+	otherwise reproduced on the Bonds. 157
	228	+	(e) The Bonds of any series may be issued in accordance with the terms of a trust 158
	229	+	instrument to be entered into by the District and a trustee to be selected by the Borrower subject 159
	230	+	to the approval of the Mayor, and may be subject to the terms of one or more agreements entered 160
	231	+	into by the Mayor pursuant to section 490(a)(4) of the Home Rule Act. 161
	232	+	(f) The Bonds may be issued at any time or from time to time in one or more issues and 162
	233	+	in one or more series. 163
	234	+	Sec. 6. Sale of the Bonds. 164
	235	+	(a) The Bonds of any series may be sold at negotiated or competitive sale at, above, or 165
	236	+	below par, to one or more persons or entities, and upon terms that the Mayor considers to be in 166
	237	+	the best interest of the District. 167
	238	+	8
	239	+	(b) The Mayor or an Authorized Delegate may execute, in connection with each sale of 168
	240	+	the Bonds, offering documents on behalf of the District, may deem final any such offering 169
	241	+	document on behalf of the District for purposes of compliance with federal laws and regulations 170
	242	+	governing such matters and may authorize the distribution of the documents in connection with 171
	243	+	the sale of the Bonds. 172
	244	+	(c) The Mayor is authorized to deliver the executed and sealed Bonds, on behalf of the 173
	245	+	District, for authentication, and, after the Bonds have been authenticated, to deliver the Bonds to 174
	246	+	the original purchasers of the Bonds upon payment of the purchase price. 175
	247	+	(d) The Bonds shall not be issued until the Mayor receives an approving opinion from 176
	248	+	Bond Counsel as to the validity of the Bonds of such series and, if the interest on the Bonds is 177
	249	+	expected to be exempt from federal income taxation, the treatment of the interest on the Bonds 178
	250	+	for purposes of federal income taxation. 179
	251	+	Sec. 7. Payment and security. 180
	252	+	(a) The principal of, premium, if any, and interest on, the Bonds shall be payable solely 181
	253	+	from proceeds received from the sale of the Bonds, income realized from the temporary 182
	254	+	investment of those proceeds, receipts and revenues realized by the District from the Loan, 183
	255	+	income realized from the temporary investment of those receipts and revenues prior to payment 184
	256	+	to the Bond owners, other moneys that, as provided in the Financing Documents, may be made 185
	257	+	available to the District for the payment of the Bonds, and other sources of payment (other than 186
	258	+	from the District), all as provided for in the Financing Documents. 187
	259	+	(b) Payment of the Bonds shall be secured as provided in the Financing Documents and 188
	260	+	by an assignment by the District for the benefit of the Bond owners of certain of its rights under 189
	261	+	9
	262	+	the Financing Documents and Closing Documents, including a security interest in certain 190
	263	+	collateral, if any, to the trustee for the Bonds pursuant to the Financing Documents. 191
	264	+	(c) The trustee is authorized to deposit, invest, and disburse the proceeds received from 192
	265	+	the sale of the Bonds pursuant to the Financing Documents. 193
	266	+	Sec. 8. Financing and Closing Documents. 194
	267	+	(a) The Mayor is authorized to prescribe the final form and content of all Financing 195
	268	+	Documents and all Closing Documents to which the District is a party that may be necessary or 196
	269	+	appropriate to issue, sell, and deliver the Bonds and to make the Loan to the Borrower. Each of 197
	270	+	the Financing Documents and each of the Closing Documents to which the District is not a party 198
	271	+	shall be approved, as to form and content, by the Mayor. 199
	272	+	(b) The Mayor is authorized to execute, in the name of the District and on its behalf, the 200
	273	+	Financing Documents and any Closing Documents to which the District is a party by the 201
	274	+	Mayor’s manual or facsimile signature. 202
	275	+	(c) If required, the official seal of the District, or a facsimile of it, shall be impressed, 203
	276	+	printed, or otherwise reproduced on the Financing Documents and the Closing Documents to 204
	277	+	which the District is a party. 205
	278	+	(d) The Mayor’s execution and delivery of the Financing Documents and the Closing 206
	279	+	Documents to which the District is a party shall constitute conclusive evidence of the Mayor’s 207
	280	+	approval, on behalf of the District, of the final form and content of the executed Financing 208
	281	+	Documents and the executed Closing Documents. 209
	282	+	(e) The Mayor is authorized to deliver the executed and sealed Financing Documents and 210
	283	+	Closing Documents, on behalf of the District, prior to or simultaneously with the issuance, sale, 211
	284	+	10
	285	+	and delivery of the Bonds, and to ensure the due performance of the obligations of the District 212
	286	+	contained in the executed, sealed, and delivered Financing Documents and Closing Documents. 213
	287	+	Sec. 9. Authorized delegation of authority. 214
	288	+	To the extent permitted by District and federal laws, the Mayor may delegate to any 215
	289	+	Authorized Delegate the performance of any function authorized to be performed by the Mayor 216
	290	+	under this resolution. 217
	291	+	Sec. 10. Limited liability. 218
	292	+	(a) The Bonds shall be special obligations of the District. The Bonds shall be without 219
	293	+	recourse to the District. The Bonds shall not be general obligations of the District, shall not be a 220
	294	+	pledge of, or involve the faith and credit or the taxing power of, the District, shall not constitute a 221
	295	+	debt of the District, and shall not constitute lending of the public credit for private undertakings 222
	296	+	as prohibited in section 602(a)(2) of the Home Rule Act. 223
	297	+	(b) The Bonds shall not give rise to any pecuniary liability of the District and the District 224
	298	+	shall have no obligation with respect to the purchase of the Bonds. 225
	299	+	(c) Nothing contained in the Bonds, in the Financing Documents, or in the Closing 226
	300	+	Documents shall create an obligation on the part of the District to make payments with respect to 227
	301	+	the Bonds from sources other than those listed for that purpose in section 7. 228
	302	+	(d) The District shall have no liability for the payment of any Issuance Costs or for any 229
	303	+	transaction or event to be effected by the Financing Documents. 230
	304	+	(e) All covenants, obligations, and agreements of the District contained in this resolution, 231
	305	+	the Bonds, and the executed, sealed, and delivered Financing Documents and Closing 232
	306	+	Documents to which the District is a party, shall be considered to be the covenants, obligations, 233
	307	+	and agreements of the District to the fullest extent authorized by law, and each of those 234
	308	+	11
	309	+	covenants, obligations, and agreements shall be binding upon the District, subject to the 235
	310	+	limitations set forth in this resolution. 236
	311	+	(f) No person, including, but not limited to, the Borrower and any Bond owner, shall have 237
	312	+	any claims against the District or any of its elected or appointed officials, officers, employees, or 238
	313	+	agents for monetary damages suffered as a result of the failure of the District or any of its elected 239
	314	+	or appointed officials, officers, employees or agents to perform any covenant, undertaking, or 240
	315	+	obligation under this resolution, the Bonds, the Financing Documents, or the Closing 241
	316	+	Documents, or as a result of the incorrectness of any representation in or omission from the 242
	317	+	Financing Documents or the Closing Documents, unless the District or its elected or appointed 243
	318	+	officials, officers, employees, or agents have acted in a willful and fraudulent manner. 244
	319	+	Sec. 11. District officials. 245
	320	+	(a) Except as otherwise provided in section 10(f), the elected or appointed officials, 246
	321	+	officers, employees, or agents of the District shall not be liable personally for the payment of the 247
	322	+	Bonds or be subject to any personal liability by reason of the issuance, sale or delivery of the 248
	323	+	Bonds, or for any representations, warranties, covenants, obligations, or agreements of the 249
	324	+	District contained in this resolution, the Bonds, the Financing Documents, or the Closing 250
	325	+	Documents. 251
	326	+	(b) The signature, countersignature, facsimile signature, or facsimile countersignature of 252
	327	+	any official appearing on the Bonds, the Financing Documents, or the Closing Documents shall 253
	328	+	be valid and sufficient for all purposes notwithstanding the fact that the individual signatory 254
	329	+	ceases to hold that office before delivery of the Bonds, the Financing Documents, or the Closing 255
	330	+	Documents. 256
	331	+	12
	332	+	Sec.12. Maintenance of documents. 257
	333	+	Copies of the specimen Bonds and of the final Financing Documents and Closing 258
	334	+	Documents shall be filed in the Office of the Secretary of the District of Columbia. 259
	335	+	Sec.13. Information reporting. 260
	336	+	Within 3 days after the Mayor’s receipt of the transcript of proceedings relating to the 261
	337	+	issuance of the Bonds, the Mayor shall transmit a copy of the transcript to the Secretary to the 262
	338	+	Council. 263
	339	+	Sec. 14. Disclaimer. 264
	340	+	(a) The issuance of Bonds is in the discretion of the District. Nothing contained in this 265
	341	+	resolution, the Bonds, the Financing Documents, or the Closing Documents shall be construed as 266
	342	+	obligating the District to issue any Bonds for the benefit of the Borrower or to participate in or 267
	343	+	assist the Borrower in any way with financing, refinancing, or reimbursing the costs of the 268
	344	+	Project. The Borrower shall have no claims for damages or for any other legal or equitable relief 269
	345	+	against the District, its elected or appointed officials, officers, employees, or agents as a 270
	346	+	consequence of any failure to issue any Bonds for the benefit of the Borrower. 271
	347	+	(b) The District reserves the right to issue the Bonds in the order or priority it determines 272
	348	+	in its sole and absolute discretion. The District gives no assurance and makes no representations 273
	349	+	that any portion of any limited amount of bonds or other obligations, the interest on which is 274
	350	+	excludable from gross income for federal income tax purposes, will be reserved or will be 275
	351	+	available at the time of the proposed issuance of the Bonds. 276
	352	+	(c) The District, by adopting this resolution or by taking any other action in connection 277
	353	+	with financing, refinancing, or reimbursing costs of the Project, does not provide any assurance 278
	354	+	that the Project is viable or sound, that the Borrower is financially sound, or that amounts owing 279
	355	+	13
	356	+	on the Bonds or pursuant to the Loan will be paid. Neither the Borrower, any purchaser of the 280
	357	+	Bonds, nor any other person shall rely upon the District with respect to these matters. 281
	358	+	Sec. 15. Expiration. 282
	359	+	If any Bonds are not issued, sold, and delivered to the original purchaser within 3 years of 283
	360	+	the date of this resolution, the authorization provided in this resolution with respect to the 284
	361	+	issuance, sale, and delivery of the Bonds shall expire. 285
	362	+	Sec. 16. Severability. 286
	363	+	If any particular provision of this resolution or the application thereof to any person or 287
	364	+	circumstance is held invalid, the remainder of this resolution and the application of such 288
	365	+	provision to other persons or circumstances shall not be affected thereby. If any action or 289
	366	+	inaction contemplated under this resolution is determined to be contrary to the requirements of 290
	367	+	applicable law, such action or inaction shall not be necessary for the purpose of issuing the 291
	368	+	Bonds, and the validity of the Bonds shall not be adversely affected. 292
	369	+	Sec. 17. Compliance with public approval requirement. 293
	370	+	This approval shall constitute the approval of the Council as required in section 147(f) of 294
	371	+	the Internal Revenue Code of 1986, as amended (Code”) , and section 490(k) of the Home Rule 295
	372	+	Act, for the Project to be financed, refinanced, or reimbursed with the proceeds of the Bonds. 296
	373	+	This resolution approving the issuance of the Bonds for the Project has been adopted by the 297
	374	+	Council after a public hearing held in accordance with section 147(f) of Code, as such section 298
	375	+	may be amended, and the corresponding regulations promulgated by the United States 299
	376	+	Department of the Treasury. 300
	377	+	Sec. 18. Transmittal. 301
	378	+	The Council shall transmit a copy of this resolution, upon its adoption, to the Mayor. 302
	379	+	14
	380	+	Sec. 19. Fiscal impact statement. 303
	381	+	The Council adopts the fiscal impact statement in the committee report as the fiscal 304
	382	+	impact statement required by section 4a of the General Legislative Procedures Act of 1975, 305
	383	+	approved October 16, 2006 (120 Stat. 2038; D.C. Official Code § 1- 301.47a). 306
	384	+	Sec. 20. Effective date. 307
	385	+	This resolution shall take effect immediately. 308 Provident Group Girard Properties Inc.
	386	+	Revenue Bond Project
	387	+
	388	+	FACT SHEET
	389	+
	390	+	Provident Group Girard Properties Inc. has requested that the District issue up to $ 15 million in
	391	+	tax-exempt bonds for its project located at 654 Girard Street, N.W., Washington, DC, in Ward 1.
	392	+
	393	+	The Applicant
	394	+	Provident Group Girard Properties Inc. (“Provident”) is a nonprofit corporation organized and
	395	+	existing under the laws of the District of Columbia.
	396	+	Howard University (“Howard”) is an independent, 501(c) (3) nonprofit, coeducational,
	397	+	nonsectarian institution of higher education located principally on three campuses in the District of Columbia.
	398	+	Proposed Project
	399	+
	400	+	The project comprises the financing, refinancing, or reimbursing of all or a portion of Provident’s costs of:
	401	+	(A) Refinancing certain existing indebtedness, the proceeds of which were used to finance the acquisition from Howard University of leasehold interests in an
	402	+	approximate 61,452 square foot multifamily residential rental building, comprising 80 rental housing units, located at 654 Girard Street, N.W., in Washington, DC (the
	403	+	“Facility”);
	404	+
	405	+	(B) Funding certain working capital costs, to the extent financeable relating to the bonds;
	406	+	(C) Funding interest on the bonds and any credit enhancement costs, liquidity costs or
	407	+	debt service reserve fund relating to the bonds; and
	408	+
	409	+	(D) Paying allowable bond issuance c osts.
	410	+
	411	+	Financing Plan
	412	+
	413	+	A summary of the proposed sources and uses of funds is attached (see Table 1).
	414	+
	415	+	Feasibility/Structure/Security of the Bonds
	416	+	Preston Hollow Capital, LLC, the prospective purchaser of the bonds, has deemed this transaction financially feasible based on its assessment and analysis .
	417	+	Public Purpose Benefits
	418	+
	419	+	The Project will increase options of affordable housing units in the District. Howard University
	420	+	is creating a model that will combine residential, student and faculty housing. The DC Revenue
	421	+	Bond Program can be used for affordable housing. The District’s private activity volume cap is
	422	+	very limited. By using the DC Revenue Bond Program to help finance the project, volume cap
	423	+	allocation will be available for other housing projects in the District.
	424	+
	425	+
	426	+	Legal and Regulatory Affairs
	427	+	Orrick, bond counsel to the DC Revenue Bond Program, has preliminarily determined that the
	428	+	applicant is a 501(c)(3) organization, and the project constitutes a permissible undertaking under Section 490(a)(1) of the District of Columbia Home Rule Act. Based on the foregoing, OAG, Bond Counsel, and the IRB program have determined that the proposed project complies with criteria for approval of a proposed financing through the District’s Revenue Bond Program. TABLE 1
	429	+	FINANCING PLAN
	430	+
	431	+
	432	+	SOURCES
	433	+	Bond Proceeds $15,000,000
	434	+	Equity $300,000
	435	+	USES
	436	+	Total Cost Tax-Exempt
	437	+	Bond Proceeds
	438	+	Equity
	439	+	Refinance/Refunding $12,960,000 $12,960,000
	440	+	Costs of Issuance:
	441	+	Program Fee $37,500 $37,500
	442	+	Bond Counsel Fees $200,000 $100,000 $100,000
	443	+	Borrower’s Counsel $100,000 $50,000 $50,000
	444	+	Other Counsels’ Fees $175,000 $68,750 $106,250
	445	+	Underwriter/Placement Fee $75,000 $37,500 $37,500
	446	+	Trustee’s Fees $12,500 $6,250 $6,250
	447	+	Other Costs:
	448	+	Net Capitalized Interest $450,000 $450,000
	449	+	Debt Service Reserve Fund
	450	+	$1,290,000
	451	+	$1,290,000
2	452
3	453
4	454
	455	+	Total costs: $15,300,000 $15,000,000 $300,000
	456	+	GOVERNMENT OF THE DISTRICT OF COLUMBIA
	457	+	OFFICE OF THE ATTORNEY GENERAL
5	458
6	459
7	460
8		-	1
9		-	A RESOLUTION
	461	+	Commercial Division
10	462
11		-	25-538
12		-
13		-	IN THE COUNCIL OF THE DISTRICT OF COLUMBIA
14		-
15		-	June 25, 2024
	463	+	Tax & Finance Section
16	464
17	465
18		-	To authorize and provide for the issuance, sale, and delivery in an aggregate principal amount not
19		-	to exceed $15 million of District of Columbia revenue bonds in one or more series pursuant
20		-	to a plan of finance and to authorize and provide for the loan of the proceeds of such bonds
21		-	to assist Provident Group Girard Properties Inc., in the financing, refinancing, or
22		-	reimbursing of costs associated with an authorized project pursuant to section 490 of the
23		-	District of Columbia Home Rule Act.
	466	+	MEMORANDUM
	467	+	TO: William Liggins
	468	+	Director, Revenue Bond Program
	469	+	Office of the Deputy Mayor for Planning and Economic Development FROM: Patrick Allen
	470	+	Senior Assistant Attorney General
	471	+	Commercial Division
	472	+	DATE: March 27, 2024
24	473
25		-	RESOLVED, BY THE COUNCIL OF THE DISTRICT OF COLUMBIA, That this
26		-	resolution may be cited as the “Provident Group Girard Properties Inc. Revenue Bonds Project
27		-	Approval Resolution of 2024”.
28		-
29		-	Sec. 2. Definitions.
30		-	For the purposes of this resolution, the term:
31		-	(1) “Authorized Delegate” means the Mayor or the Deputy Mayor for Planning
32		-	and Economic Development, or any officer or employee of the Executive Office of the Mayor to
33		-	whom the Mayor has delegated or to whom the foregoing individuals have subdelegated any of
34		-	the Mayor’s functions under this resolution pursuant to section 422(6) of the Home Rule Act.
35		-	(2) “Bond Counsel” means a firm or firms of attorneys designated as bond
36		-	counsel from time to time by the Mayor.
37		-	(3) “Bonds” means the District of Columbia revenue bonds, notes, or other
38		-	obligations (including refunding bonds, notes, and other obligations), in one or more series,
39		-	authorized to be issued pursuant to this resolution.
40		-	(4) “Borrower” means the owner, operator, manager and user of the assets
41		-	financed, refinanced, or reimbursed with proceeds from the Bonds, which shall be Provident
42		-	Group Girard Properties Inc., a nonprofit corporation organized and existing under the laws of
43		-	the District of Columbia, which is exempt from federal income taxes under 26 U.S.C § 501(a) as
44		-	an organization described in 26 U.S.C. § 501(c)(3), and which is liable for the repayment of the
45		-	Bonds. ENROLLED ORIGINAL
46		-
47		-
48		-
49		-
50		-
51		-
52		-	2
53		-	(5) “Closing Documents” means all documents and agreements, other than
54		-	Financing Documents, that may be necessary and appropriate to issue, sell, and deliver the
55		-	Bonds and to make the Loan contemplated thereby, and includes agreements, certificates, letters,
56		-	opinions, forms, receipts, and other similar instruments.
57		-	(6) “District” means the District of Columbia.
58		-	(7) “Financing Documents” means the documents, other than Closing Documents,
59		-	that relate to the financing or refinancing of transactions to be effected through the issuance, sale,
60		-	and delivery of the Bonds and the making of the Loan, including any offering document, and any
61		-	required supplements to any such documents.
62		-	(8) “Home Rule Act” means the District of Columbia Home Rule Act, approved
63		-	December 24, 1973 (87 Stat. 774; D.C. Official Code § 1-201.01 et seq.).
64		-	(9) “Issuance Costs” means all fees, costs, charges, and expenses paid or incurred
65		-	in connection with the authorization, preparation, printing, issuance, sale, and delivery of the
66		-	Bonds and the making of the Loan, including, but not limited to, underwriting, legal, accounting,
67		-	rating agency, and all other fees, costs, charges, and expenses incurred in connection with the
68		-	development and implementation of the Financing Documents, the Closing Documents, and
69		-	those other documents necessary or appropriate in connection with the authorization,
70		-	preparation, printing, issuance, sale, marketing, and delivery of the Bonds and the making of the
71		-	Loan contemplated thereby, together with financing fees, costs, and expenses, including program
72		-	fees and administrative fees charged by the District, fees paid to financial institutions and
73		-	insurance companies, initial letter of credit fees (if any), compensation to financial advisors and
74		-	other persons (other than full-time employees of the District) and entities performing services on
75		-	behalf of or as agents for the District.
76		-	(10) “Loan” means the District’s lending of proceeds from the sale, in one or
77		-	more series, of the Bonds to the Borrower.
78		-	(11) “Project” means the financing, refinancing or reimbursing of all or a portion
79		-	of the Borrower’s costs of:
80		-	(A) Refinancing certain existing indebtedness, the proceeds of which were
81		-	used to finance the acquisition from Howard University of long term leasehold interests in an
82		-	approximate 61,452 square foot multifamily residential rental building, comprising 80 rental
83		-	housing units located at 654 Girard Avenue, NW, in Washington, DC (“Facility”);
84		-	(B) Funding certain working capital costs, to the extent financeable relating
85		-	to the Bonds;
86		-	(C) Funding interest on the Bonds and any credit enhancement costs,
87		-	liquidity costs or debt service reserve fund relating to the Bonds; and
88		-	(D) Paying allowable Issuance Costs.
89		-	ENROLLED ORIGINAL
90		-
91		-
92		-
93		-
94		-
95		-
96		-	3
97		-	Sec. 3. Findings.
98		-	The Council finds that:
99		-	(1) Section 490 of the Home Rule Act provides that the Council may, by
100		-	resolution, authorize the issuance of District revenue bonds, notes, or other obligations
101		-	(including refunding bonds, notes, or other obligations) to borrow money to finance, refinance,
102		-	or reimburse costs, and to assist in the financing, refinancing, or reimbursing of, the costs of
103		-	undertakings in certain areas designated in section 490 and may effect the financing, refinancing,
104		-	or reimbursement by loans made directly or indirectly to any individual or legal entity, by the
105		-	purchase of any mortgage, note, or other security, or by the purchase, lease, or sale of any
106		-	property.
107		-	(2) The Borrower has requested the District to issue, sell, and deliver revenue
108		-	bonds, in one or more series, in an aggregate principal amount not to exceed $15 million, and to
109		-	make the Loan for the purpose of financing, refinancing, or reimbursing costs of the Project.
110		-	(3) The Project is located in the District and will contribute to the health,
111		-	education, safety, or welfare of, or the creation or preservation of jobs for, residents of the
112		-	District, or to economic development of the District.
113		-	(4) The Project is an undertaking in the area of housing, within the meaning of
114		-	section 490 of the Home Rule Act.
115		-	(5) The authorization, issuance, sale, and delivery of the Bonds and the Loan to
116		-	the Borrower are desirable, are in the public interest, will promote the purpose and intent of
117		-	section 490 of the Home Rule Act, and will assist the Project.
118		-
119		-	Sec. 4. Bond authorization.
120		-	(a) The Mayor is authorized pursuant to the Home Rule Act and this resolution to assist
121		-	in financing, refinancing or reimbursing the costs of the Project by:
122		-	(1) The issuance, sale, and delivery of the Bonds, in one or more series, in an
123		-	aggregate principal amount not to exceed $15 million; and
124		-	(2) The making of the Loan.
125		-	(b) The Mayor is authorized to make the Loan to the Borrower for the purpose of
126		-	financing, refinancing or reimbursing the costs of the Project and establishing any fund with
127		-	respect to the Bonds as required by the Financing Documents.
128		-	(c) The Mayor may charge a program fee to the Borrower, including, but not limited to,
129		-	an amount sufficient to cover costs and expenses incurred by the District in connection with the
130		-	issuance, sale, and delivery of each series of the Bonds, the District’s participation in the
131		-	monitoring of the use of the Bond proceeds and compliance with any public benefit agreements
132		-	with the District, and maintaining official records of each bond transaction, and assisting in the
133		-	redemption, repurchase, and remarketing of the Bonds.
134		-	(d) The Bond authorization set forth in this resolution includes the authorization to issue ENROLLED ORIGINAL
135		-
136		-
137		-
138		-
139		-
140		-
141		-	4
142		-	refunding Bonds to refinance any Bonds previously issued under this resolution to finance the
143		-	Project; provided that the maximum principal amount of Bonds outstanding at any time does not
144		-	exceed the maximum principal amount of Bonds authorized hereunder.
145		-
146		-	Sec. 5. Bond details.
147		-	(a) The Mayor and each Authorized Delegate is authorized to take any action reasonably
148		-	necessary or appropriate in accordance with this resolution in connection with the preparation,
149		-	execution, issuance, sale, delivery, security for, and payment of the Bonds of each series,
150		-	including, but not limited to, determinations of:
151		-	(1) The final form, content, designation, and terms of the Bonds, including a
152		-	determination that the Bonds may be issued in certificated or book-entry form;
153		-	(2) The principal amount of the Bonds to be issued and denominations of the
154		-	Bonds;
155		-	(3) The rate or rates of interest or the method for determining the rate or rates of
156		-	interest on the Bonds;
157		-	(4) The date or dates of issuance, sale, and delivery of, and the payment of interest
158		-	on, the Bonds, and the maturity date or dates of the Bonds;
159		-	(5) The terms under which the Bonds may be paid, optionally or mandatorily
160		-	redeemed, accelerated, tendered, called, or put for redemption, repurchase, or remarketing before
161		-	their respective stated maturities;
162		-	(6) Provisions for the registration, transfer, and exchange of the Bonds and the
163		-	replacement of mutilated, lost, stolen, or destroyed Bonds;
164		-	(7) The creation of any reserve fund, sinking fund, or other fund with respect to
165		-	the Bonds;
166		-	(8) The time and place of payment of the Bonds;
167		-	(9) Procedures for monitoring the use of the proceeds received from the sale of
168		-	the Bonds to ensure that the proceeds are properly applied to the Project and used to accomplish
169		-	the purposes of the Home Rule Act and this resolution;
170		-	(10) Actions necessary to qualify the Bonds under blue sky laws of any
171		-	jurisdiction where the Bonds are marketed; and
172		-	(11) The terms and types of credit enhancement under which the Bonds may be
173		-	secured.
174		-	(b) The Bonds shall contain a legend, which shall provide that the Bonds are special
175		-	obligations of the District, are without recourse to the District, are not a pledge of, and do not
176		-	involve the faith and credit or the taxing power of the District, do not constitute a debt of the
177		-	District, and do not constitute lending of the public credit for private undertakings as prohibited
178		-	in section 602(a)(2) of the Home Rule Act. ENROLLED ORIGINAL
179		-
180		-
181		-
182		-
183		-
184		-
185		-	5
186		-	(c) The Bonds shall be executed in the name of the District and on its behalf by the
187		-	manual or facsimile signature of the Mayor, and attested by the Secretary of the District of
188		-	Columbia by the Secretary of the District of Columbia’s manual or facsimile signature. The
189		-	Mayor’s execution and delivery of the Bonds shall constitute conclusive evidence of the Mayor’s
190		-	approval, on behalf of the District, of the final form and content of the Bonds.
191		-	(d) The official seal of the District, or a facsimile of it, shall be impressed, printed, or
192		-	otherwise reproduced on the Bonds.
193		-	(e) The Bonds of any series may be issued in accordance with the terms of a trust
194		-	instrument to be entered into by the District and a trustee to be selected by the Borrower subject
195		-	to the approval of the Mayor, and may be subject to the terms of one or more agreements entered
196		-	into by the Mayor pursuant to section 490(a)(4) of the Home Rule Act.
197		-	(f) The Bonds may be issued at any time or from time to time in one or more issues and
198		-	in one or more series.
199		-
200		-	Sec. 6. Sale of the Bonds.
201		-	(a) The Bonds of any series may be sold at negotiated or competitive sale at, above, or
202		-	below par, to one or more persons or entities, and upon terms that the Mayor considers to be in
203		-	the best interest of the District.
204		-	(b) The Mayor or an Authorized Delegate may execute, in connection with each sale of
205		-	the Bonds, offering documents on behalf of the District, may deem final any such offering
206		-	document on behalf of the District for purposes of compliance with federal laws and regulations
207		-	governing such matters and may authorize the distribution of the documents in connection with
208		-	the sale of the Bonds.
209		-	(c) The Mayor is authorized to deliver the executed and sealed Bonds, on behalf of the
210		-	District, for authentication, and, after the Bonds have been authenticated, to deliver the Bonds to
211		-	the original purchasers of the Bonds upon payment of the purchase price.
212		-	(d) The Bonds shall not be issued until the Mayor receives an approving opinion from
213		-	Bond Counsel as to the validity of the Bonds of such series and, if the interest on the Bonds is
214		-	expected to be exempt from federal income taxation, the treatment of the interest on the Bonds
215		-	for purposes of federal income taxation.
216		-
217		-	Sec. 7. Payment and security.
218		-	(a) The principal of, premium, if any, and interest on, the Bonds shall be payable solely
219		-	from proceeds received from the sale of the Bonds, income realized from the temporary
220		-	investment of those proceeds, receipts and revenues realized by the District from the Loan,
221		-	income realized from the temporary investment of those receipts and revenues prior to payment
222		-	to the Bond owners, other moneys that, as provided in the Financing Documents, may be made ENROLLED ORIGINAL
223		-
224		-
225		-
226		-
227		-
228		-
229		-	6
230		-	available to the District for the payment of the Bonds, and other sources of payment (other than
231		-	from the District), all as provided for in the Financing Documents.
232		-	(b) Payment of the Bonds shall be secured as provided in the Financing Documents and
233		-	by an assignment by the District for the benefit of the Bond owners of certain of its rights under
234		-	the Financing Documents and Closing Documents, including a security interest in certain
235		-	collateral, if any, to the trustee for the Bonds pursuant to the Financing Documents.
236		-	(c) The trustee is authorized to deposit, invest, and disburse the proceeds received from
237		-	the sale of the Bonds pursuant to the Financing Documents.
238		-
239		-	Sec. 8. Financing and Closing Documents.
240		-	(a) The Mayor is authorized to prescribe the final form and content of all Financing
241		-	Documents and all Closing Documents to which the District is a party that may be necessary or
242		-	appropriate to issue, sell, and deliver the Bonds and to make the Loan to the Borrower. Each of
243		-	the Financing Documents and each of the Closing Documents to which the District is not a party
244		-	shall be approved, as to form and content, by the Mayor.
245		-	(b) The Mayor is authorized to execute, in the name of the District and on its behalf, the
246		-	Financing Documents and any Closing Documents to which the District is a party by the
247		-	Mayor’s manual or facsimile signature.
248		-	(c) If required, the official seal of the District, or a facsimile of it, shall be impressed,
249		-	printed, or otherwise reproduced on the Financing Documents and the Closing Documents to
250		-	which the District is a party.
251		-	(d) The Mayor’s execution and delivery of the Financing Documents and the Closing
252		-	Documents to which the District is a party shall constitute conclusive evidence of the Mayor’s
253		-	approval, on behalf of the District, of the final form and content of the executed Financing
254		-	Documents and the executed Closing Documents.
255		-	(e) The Mayor is authorized to deliver the executed and sealed Financing Documents and
256		-	Closing Documents, on behalf of the District, prior to or simultaneously with the issuance, sale,
257		-	and delivery of the Bonds, and to ensure the due performance of the obligations of the District
258		-	contained in the executed, sealed, and delivered Financing Documents and Closing Documents.
259		-
260		-	Sec. 9. Authorized delegation of authority.
261		-	To the extent permitted by District and federal laws, the Mayor may delegate to any
262		-	Authorized Delegate the performance of any function authorized to be performed by the Mayor
263		-	under this resolution.
264		-
265		-	Sec. 10. Limited liability.
266		-	(a) The Bonds shall be special obligations of the District. The Bonds shall be without
267		-	recourse to the District. The Bonds shall not be general obligations of the District, shall not be a ENROLLED ORIGINAL
268		-
269		-
270		-
271		-
272		-
273		-
274		-	7
275		-	pledge of, or involve the faith and credit or the taxing power of, the District, shall not constitute a
276		-	debt of the District, and shall not constitute lending of the public credit for private undertakings
277		-	as prohibited in section 602(a)(2) of the Home Rule Act.
278		-	(b) The Bonds shall not give rise to any pecuniary liability of the District and the District
279		-	shall have no obligation with respect to the purchase of the Bonds.
280		-	(c) Nothing contained in the Bonds, in the Financing Documents, or in the Closing
281		-	Documents shall create an obligation on the part of the District to make payments with respect to
282		-	the Bonds from sources other than those listed for that purpose in section 7.
283		-	(d) The District shall have no liability for the payment of any Issuance Costs or for any
284		-	transaction or event to be effected by the Financing Documents.
285		-	(e) All covenants, obligations, and agreements of the District contained in this resolution,
286		-	the Bonds, and the executed, sealed, and delivered Financing Documents and Closing
287		-	Documents to which the District is a party, shall be considered to be the covenants, obligations,
288		-	and agreements of the District to the fullest extent authorized by law, and each of those
289		-	covenants, obligations, and agreements shall be binding upon the District, subject to the
290		-	limitations set forth in this resolution.
291		-	(f) No person, including, but not limited to, the Borrower and any Bond owner, shall have
292		-	any claims against the District or any of its elected or appointed officials, officers, employees, or
293		-	agents for monetary damages suffered as a result of the failure of the District or any of its elected
294		-	or appointed officials, officers, employees or agents to perform any covenant, undertaking, or
295		-	obligation under this resolution, the Bonds, the Financing Documents, or the Closing
296		-	Documents, or as a result of the incorrectness of any representation in or omission from the
297		-	Financing Documents or the Closing Documents, unless the District or its elected or appointed
298		-	officials, officers, employees, or agents have acted in a willful and fraudulent manner.
299		-
300		-	Sec. 11. District officials.
301		-	(a) Except as otherwise provided in section 10(f), the elected or appointed officials,
302		-	officers, employees, or agents of the District shall not be liable personally for the payment of the
303		-	Bonds or be subject to any personal liability by reason of the issuance, sale or delivery of the
304		-	Bonds, or for any representations, warranties, covenants, obligations, or agreements of the
305		-	District contained in this resolution, the Bonds, the Financing Documents, or the Closing
306		-	Documents.
307		-	(b) The signature, countersignature, facsimile signature, or facsimile countersignature of
308		-	any official appearing on the Bonds, the Financing Documents, or the Closing Documents shall
309		-	be valid and sufficient for all purposes notwithstanding the fact that the individual signatory
310		-	ceases to hold that office before delivery of the Bonds, the Financing Documents, or the Closing
311		-	Documents. ENROLLED ORIGINAL
312		-
313		-
314		-
315		-
316		-
317		-
318		-	8
319		-	Sec.12. Maintenance of documents.
320		-	Copies of the specimen Bonds and of the final Financing Documents and Closing
321		-	Documents shall be filed in the Office of the Secretary of the District of Columbia.
322		-
323		-	Sec.13. Information reporting.
324		-	Within 3 days after the Mayor’s receipt of the transcript of proceedings relating to the
325		-	issuance of the Bonds, the Mayor shall transmit a copy of the transcript to the Secretary to the
326		-	Council.
327		-
328		-	Sec. 14. Disclaimer.
329		-	(a) The issuance of Bonds is in the discretion of the District. Nothing contained in this
330		-	resolution, the Bonds, the Financing Documents, or the Closing Documents shall be construed as
331		-	obligating the District to issue any Bonds for the benefit of the Borrower or to participate in or
332		-	assist the Borrower in any way with financing, refinancing, or reimbursing the costs of the
333		-	Project. The Borrower shall have no claims for damages or for any other legal or equitable relief
334		-	against the District, its elected or appointed officials, officers, employees, or agents as a
335		-	consequence of any failure to issue any Bonds for the benefit of the Borrower.
336		-	(b) The District reserves the right to issue the Bonds in the order or priority it determines
337		-	in its sole and absolute discretion. The District gives no assurance and makes no representations
338		-	that any portion of any limited amount of bonds or other obligations, the interest on which is
339		-	excludable from gross income for federal income tax purposes, will be reserved or will be
340		-	available at the time of the proposed issuance of the Bonds.
341		-	(c) The District, by adopting this resolution or by taking any other action in connection
342		-	with financing, refinancing, or reimbursing costs of the Project, does not provide any assurance
343		-	that the Project is viable or sound, that the Borrower is financially sound, or that amounts owing
344		-	on the Bonds or pursuant to the Loan will be paid. Neither the Borrower, any purchaser of the
345		-	Bonds, nor any other person shall rely upon the District with respect to these matters.
346		-
347		-	Sec. 15. Expiration.
348		-	If any Bonds are not issued, sold, and delivered to the original purchaser within 3 years of
349		-	the date of this resolution, the authorization provided in this resolution with respect to the
350		-	issuance, sale, and delivery of the Bonds shall expire.
351		-
352		-	Sec. 16. Severability.
353		-	If any particular provision of this resolution or the application thereof to any person or
354		-	circumstance is held invalid, the remainder of this resolution and the application of such
355		-	provision to other persons or circumstances shall not be affected thereby. If any action or
356		-	inaction contemplated under this resolution is determined to be contrary to the requirements of ENROLLED ORIGINAL
357		-
358		-
359		-
360		-
361		-
362		-
363		-	9
364		-	applicable law, such action or inaction shall not be necessary for the purpose of issuing the
365		-	Bonds, and the validity of the Bonds shall not be adversely affected.
366		-
367		-	Sec. 17. Compliance with public approval requirement.
368		-	This approval shall constitute the approval of the Council as required in section 147(f) of
369		-	the Internal Revenue Code of 1986, as amended (“Code”), and section 490(k) of the Home Rule
370		-	Act, for the Project to be financed, refinanced, or reimbursed with the proceeds of the Bonds.
371		-	This resolution approving the issuance of the Bonds for the Project has been adopted by the
372		-	Council after a public hearing held in accordance with section 147(f) of the Code, as such section
373		-	may be amended, and the corresponding regulations promulgated by the United States
374		-	Department of the Treasury.
375		-
376		-	Sec. 18. Transmittal.
377		-	The Council shall transmit a copy of this resolution, upon its adoption, to the Mayor.
378		-
379		-	Sec. 19. Fiscal impact statement.
380		-	The Council adopts the fiscal impact statement in the committee report as the fiscal
381		-	impact statement required by section 4a of the General Legislative Procedures Act of 1975,
382		-	approved October 16, 2006 (120 Stat. 2038; D.C. Official Code § 1-301.47a).
383		-
384		-	Sec. 20. Effective date.
385		-	This resolution shall take effect immediately.
	474	+	SUBJECT: Legal Sufficiency Certification of the “Provident Group Girard Properties Inc. Revenue Bonds Project Approval Resolution of 2024”.
	475	+	This is to certify that
	476	+	the Commercial Division has reviewed the above-referenced
	477	+	resolution and found it to be legally sufficient . If you have any questions in this regard,
	478	+	please do not hesitate to call me at (202) 724-7754. _________________________________ Patrick Allen
	479	+	Senior Assistant Attorney General