July 24, 2024

Minutes of the Regular Board Meeting

of

RSU #74 Board of Directors

Wednesday, July 24, 2024

6:00 p.m.

At

Carrabec Community School

Troy Dunphy, Chair, called the meeting to order at 6:00 p.m.

Directors Present: Troy Dunphy, Judi Dunphy, Doug Cahill, Eric Ewing, Kevin Sousa, David Royce, Dallas Landry, Laura Layman, Pam Mitchell, Grace Carreiro, Brenda Stevens, and Tori MacDonald.

Directors absent with notification: Georgiana Manzer

Directors Absent without notification:  Robert Lightbody and Keith Plourd        

Staff Members Present: 2

Students Present: 0

Citizens Present:  0

Agenda Item #1. TO SEE IF THE RSU #74 BOARD OF DIRECTORS WILL “VOTE TO AUTHORIZE LEASE PURCHASE OF A NEW SCHOOL BUS IN THE PRINCIPAL AMOUNT OF $134,837” BE ADOPTED IN FORM PRESENTED TO THIS MEETING.

VOTE TO AUTHORIZE LEASE PURCHASE OF A NEW SCHOOL BUS IN THE

PRINCIPAL AMOUNT OF $134,837

          The School Board of Regional School Unit No. 74 (the “RSU”) hereby votes as follows:  

1. That, to provide funds to acquire a 2025 77-passenger Thomas school bus with related accessories and equipment (the “Equipment”), the Superintendent of Schools (the “Superintendent”) is authorized in the name and on behalf of Regional School Unit No. 74 (the “RSU” or “Lessee”) to arrange for tax-exempt lease purchase financing with such lease purchase financing company as the Superintendent may select (the “Lessor”), on such terms as the Superintendent may approve, said approval to be conclusively evidenced by the acceptance of a proposal of Lessor, and any such prior action is ratified and confirmed;

2. That under and pursuant to the provisions of Title 20-A M.R.S. sections 1001, 1055, and 5401(15), and all other applicable law, the Superintendent is authorized to execute and deliver a lease purchase agreement with Lessor, or its nominee, in the name and on behalf of Regional School Unit No. 74 for the Equipment, with an aggregate lease purchase price not to exceed $134,837, in such form and on such terms not inconsistent herewith as the Superintendent may approve (the “Lease”); 

3. That to the extent not inconsistent with this Vote, the Superintendent is hereby authorized to select such date(s), maturity(ies), denomination(s), interest rate(s), place(s) of payment, form(s), and other details of the Lease, as the Superintendent may approve, said approval to be conclusively evidenced by the execution and delivery thereof;

4.  That the Superintendent is authorized, as applicable, to designate the Lease issued pursuant hereto as a qualified tax-exempt obligation within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the “Code”);

5.  That the Superintendent is authorized, as applicable, to execute and deliver an escrow agreement with Lessor or its nominee (the “Escrow Agreement”) to hold funds in an escrow account pending disbursement for the Equipment, said Escrow Agreement to be on such terms not inconsistent with the Lease and this Vote as the Superintendent may approve, including without limitation a provision granting Lessor a security interest in the escrow account, said approval to be conclusively evidenced by the execution and delivery thereof;

6.  That the Superintendent is authorized to covenant on behalf of the Lessee that no part of the proceeds of the Lease or the Equipment shall be used, directly or indirectly, in a manner that would cause the Lease to be an “arbitrage bond” or a “private activity bond” within the meaning of Sections 141 and 148 of the Code;

7.  That the Superintendent is authorized to execute and deliver such tax certificates, arbitrage and use of proceeds certificates, and other documents and certificates as may, in the Superintendent's opinion, be necessary or convenient to effect the transactions herein authorized, to be in such form not inconsistent with this Vote as the Superintendent may approve, said approval to be conclusively evidenced by the execution and delivery thereof;

8.  That the Superintendent and other appropriate officials of the RSU, acting singly, are authorized to execute and deliver on behalf of the RSU such security agreements, UCC-1 financing statements, fixture filings, and other documents and certificates as may be required in connection with the Lease and the Escrow Agreement;

9.  That the Superintendent and other appropriate officials of the RSU, acting singly, are authorized and empowered in its name and on its behalf to do or cause to do all such other acts and things as may be necessary or desirable in order to effect the sale and delivery of the Lease and the Escrow Agreement in accordance herewith, and any such prior action by them is hereby ratified and confirmed;

10.  That if the Superintendent or any other RSU officer or official is for any reason unavailable to, as applicable, approve, execute or attest the Lease and the Escrow Agreement, or any related financing documents, the person or persons acting in any such capacity, whether as an assistant, a deputy or otherwise, is authorized to act for such official with the same force and effect as if such official had herself/himself performed such act, and any such prior action by them is hereby ratified and confirmed;

11.  That the Treasurer of the RSU, in consultation with Bond Counsel, is authorized to implement written procedures with respect to the Lease for the purpose of (i) ensuring timely “remedial action” for any portion of the Lease that may become “non-qualified bonds,” as those terms are defined in the Code and regulations thereunder; and (ii) monitoring the RSU’s compliance following execution of the Lease with the arbitrage, yield restriction, and rebate requirements of the Code and regulations thereunder; and

12.  That the Superintendent is authorized to covenant on behalf of the RSU to file any information report and pay any rebate due to the United States in connection with the issuance of the Lease, and to take all other lawful actions necessary to ensure the interest portion of the rental payments under and pursuant to the Lease will be excludable from the gross income of the owners thereof for purposes of federal income taxation and to refrain from taking any action which would cause such interest portion of the rental payments to become includable in the gross income of the owners thereof; and

13.  That an attested copy of this Vote be filed with the minutes of this meeting.

Upon motion by Kevin Sousa and seconded by Brenda Stevens the Board voted 12-0 to approve the lease purchase of a new school bus in the principal amount of $134,837. Motion passed.

Agenda Item #2. TO SEE WHAT ACTION THE RSU #74 BOARD OF DIRECTORS WILL TAKE REGARDING THE TEACHING CONTRACTS ISSUED BY THE SUPERINTENDENT.

Cally Chick – Grade 4 Teacher – Solon – per contract

Shelby Obert – Prek- 5th PE Teacher – per contract

Upon motion by Kevin Sousa and seconded by Eric Ewing the Board votes 12-0 to approve the above teaching contracts. Motion passed.

The Board Chair declared the meeting adjourned at 6:20 p.m.

___________________________

Mark Campbell

Superintendent