Original Adopted Date:  4-11-83                                             Last Revised Date: 8-12-24                                       Last Reviewed Date: 8-12-24

Revenues of the school district are received by the board treasurer.  Other persons receiving revenues on behalf of the school district shall promptly turn them over to the board treasurer.

Revenue, from whatever source, is accounted for and classified under the official accounting system of the school district.  It is the responsibility of the board treasurer to deposit the revenues received by the school district in a timely manner.  School district funds from all sources shall not be used for private gain or political purposes.

Tuition fees received by the school district are deposited in the general fund.  The tuition fees for kindergarten through twelfth grade during the regular academic school year are set by the board based upon the superintendent's recommendation in compliance with current law.  Tuition fees for summer school, driver's education and adult education are set by the board prior to the offering of the programs.

The board may charge materials fees for the use or purchase of educational materials.  Education materials fees received by the school district are deposited in the general fund.  It is the responsibility of the superintendent to recommend to the board when materials fees will be charged and the amount of the materials fees.

Rental fees received by the school district for the rental of school district equipment or facilities are deposited in the general fund.  It is the responsibility of the superintendent to recommend to the board a fee schedule for renting school district property.

Proceeds from the sale of real property are placed in the physical plant and equipment levy (PPEL) fund.  However, following a properly noticed public hearing, the board of directors may elect to deposit proceeds from the sale of real property or buildings into any fund under the control of the school corporation.  Notice for the public hearing must be published in a newspaper of general circulation within the district not less than ten and no more than twenty days prior to the proposed public hearing.  Notice of the public hearing must include the date, time and location of the public hearing, and a description of the proposed action.  The proceeds from the sale of other school district property are placed in the general fund.

The board may claim exemption from the law prohibiting competition with private enterprise for the following activities:

     1.   Goods and services directly and reasonably related to the educational mission;

     2.   Goods and services offered only to students, employees or guests which cannot be provided by private enterprise at the same or lower cost;

     3.   Use of vehicles for charter trips offered to the public, full- or part-time, or temporary students;

     4.   Goods and services which are not otherwise available in the quantity or quality required by the school district;

     5.   Telecommunications other than radio or television stations;

     6.   Sponsoring or providing facilities for fitness and recreation;

     7.   Food service and sales; and,

     8.   Sale of books, records, tapes, software, educational equipment, and supplies.

It is the responsibility of the superintendent to bring to the board's attention additional sources of revenue for the school district.

Legal Reference:       Iowa Code §§ 12C; 23A; 257.2; 279.8; 282.2, .6, .24; 291.12, 297.9-.12, .22; 301.1

Cross Reference:       701.1 Depository of Funds

                                       703   Budget

                                       803   Selling and Leasing

                                       905   Use of School District Facilities & Equipment

 

 

Original Adopted Date:  3-11-83                                       Last Revised Date:  10-13-03                              Last Reviewed Date: 8-12-24

DEBT LIMITS

Credit Ratings

The school district seeks to maintain the highest possible credit ratings for all categories of short- and long-term debt that can be achieved without compromising the delivery of services and the achievement of adopted objectives.  The school district recognizes that external economic, natural, or other events may from time to time affect the creditworthiness of its debt. Nevertheless, the school district is committed to ensuring that actions within their control are prudent.

Debt Limits

For general obligation debt, the school district’s outstanding debt limit shall be no more than five percent (5%) of the actual value of property within the school district’s boundaries, as prescribed the Iowa constitution and statutory restrictions.

For revenue debt, the school district’s goal is to provide adequate debt service coverage of at least 1.20 times the annual debt service costs.

In accordance with Iowa law, the school district may not act as a conduit issuer or issue municipal securities to raise capital for revenue-generating projects where the funds generated are used by a third party (“conduit borrower”) to make payments to investors.

PURPOSES AND USES OF DEBT

Capital Planning

To enhance creditworthiness and prudent financial management, the school district is committed to systematic capital planning, intergovernmental cooperation and coordination and long-term financial planning.

Capital Financing

The school district may issue long-term debt for capital projects as authorized by Iowa law, which include, but are not limited to, the costs of planning, design, land acquisition, buildings, permanent structures, attached fixtures or equipment, and movable pieces of equipment. Capitalized interest may be included in sizing any capital project debt issue.  The types of debt instruments to be used by the school district include:

• General Obligation Bonds

• General Obligation Capital Loan Notes

• Bond Anticipation Notes

• Revenue Anticipation Notes

• School Infrastructure Sales, Services and Use Tax Revenue Bonds

• Lease Purchase Agreements, including Certificates of Participation

Working Capital Financing

The school district may issue debt for working capital for operations after cash flow analysis has determined that there is a mismatch between available cash and cash outflows.  The school district shall strive to repay working capital debt by the end of the fiscal year in which the debt was incurred.  A Working Capital Reserve may be included in sizing any working capital debt issue.

Refundings

Periodic reviews of all outstanding debt will be undertaken to determine if refunding opportunities exist. Refunding will be considered (within federal tax law restraints) if and when there is a net economic benefit of the refunding or if the refunding is otherwise in the best interests of the school district, such as to release restrictive bond covenants which affect the operations and management of the school district.

In general, advance refundings for economic savings will be undertaken when a net present value savings exceeds three percent of the refunded debt can be achieved.  Current refundings, which produce a new present value savings of less than three percent will be considered on a case by case basis taking into consideration bond covenants and general conditions.  Refundings with negative savings will not be considered unless there is a compelling public policy objective for doing so.

DEBT STANDARDS AND STRUCTURE

Length of Debt

Debt will be structured for the shortest period consistent with a fair allocation of costs to current and future beneficiaries or users.  Long-term debt will not be issued for periods exceeding the useful life or average useful lives of the project or projects to be financed.  All debt issued will adhere to state and federal law regarding the length of time the debt may be outstanding.

Debt Structure

Debt will be structured to achieve the lowest possible net cost to the school district given market conditions, the urgency of the capital project, the type of debt being issued, and the nature and type of repayment source.  To the extent possible, the school district will design the repayment of its overall debt to rapidly recapture its credit capacity for future use.

Generally, the school district will only issue fixed-rate debt.  In very limited circumstances, the school district may issue variable rate debt, consistent with the limitations of Iowa law and upon a finding of the board that the use of fixed rate debt is not in the best interest of the school district and a statement of the reasons for the use of variable rate debt.

All debt may be structured using discount, par or premium coupons, and as serial or term bonds or notes, or any combination thereof, consistent with Iowa law.  The school district should utilize the coupon structure that produces the lowest True Interest Cost (TIC) taking into consideration the call option value of any callable maturities.

The school district will strive to structure their debt in sinking fund installments for each debt issue that achieves, as nearly as practicable, level debt service within an issue or overall debt service within a particular classification of debt.

Derivatives (including, but not limited to, interest rate swaps, caps, collars, corridors, ceiling and floor agreements, forward agreements, float agreements, or other similar financing arrangements), zero-coupon or capital appreciation bonds are not allowed to be issued consistent with State law.

Decision Analysis to Issue Debt

Whenever the school district is contemplating the issuance of debt, information will be developed concerning the following four categories commonly used by rating agencies assessing the school district’s credit worthiness, listed below.

Debt Analysis – Debt capacity analysis; purpose for which debt is proposed to be issued; debt structure; debt burden; debt history and trends; and adequacy of debt and capital planning.

Financial Analysis – Stability, diversity, and growth rates of tax or other revenue sources; trend in assessed valuation and collections; current budget trends; appraisal of past revenue and expenditure trends; history and long-term trends of revenues and expenditures; evidences of financial planning; adherence to GAAP; audit results; fund balance status and trends in operating and debt funds; financial monitoring systems and capabilities; and cash flow projections.

Governmental and Administrative Analysis – Government organization structure; location of financial responsibilities and degree of control; adequacy of basic service provision; intergovernmental cooperation/conflict and extent of duplication; and overall planning efforts.

Economic Analysis – Geographic and location advantages; population and demographic characteristics; wealth indicators; types of employment, industry and occupation; housing characteristics; new construction; evidences of industrial decline; and trend of the economy.

DEBT ISSUANCE

Credit Enhancement

Credit enhancements (.i.e., bond insurance, etc.) may be used but only when the net debt service on the debt is reduced by more than the costs of the credit enhancement.

Costs and Fees

All costs and fees related to issuing the debt will be paid out of debt proceeds and allocated across all projects receiving proceeds of the debt issue.

Method of Sale

Generally, all school district debt will be sold through a competitive bidding process.  Bids will be awarded on a TIC basis providing other bidding requirements are satisfied.

The school district may sell debt using a negotiated process in extraordinary circumstances when the complexity of the issue requires specialized expertise, when the negotiated sale would result in substantial savings in time or money, or when market conditions of school district credit are unusually volatile or uncertain.

Professional Service Providers

The school district will retain external bond counsel for all debt issues.  All debt issued by the school district will include a written opinion by bond counsel affirming that the school district is authorized to issue the debt, stating that the school district has met all Iowa constitutional and statutory requirements necessary for issuance and determining the debt’s federal income tax status.  The bond counsel retained must have comprehensive municipal debt experience and a thorough understanding of Iowa law as it relates to the issuance of the particular debt.

The school district will retain an independent financial advisor.  The financial advisor will be responsible for structuring and preparing all offering documents for each debt issue.  The financial advisor retained will have comprehensive municipal debt experience, experience with diverse financial structuring and pricing of municipal securities.

The treasurer shall have the authority to periodically select other service providers (e.g., escrow agents, verification agents, trustees, arbitrage consultants, rebate specialist, etc.) as necessary to meet legal requirements and minimize net debt costs.  These services can include debt restructuring services and security or escrow purchases.

Compensation for bond counsel, financial advisor and other service providers will be as economical as possible and consistent with industry standards for the desired qualification levels.

Investment of Debt Proceeds

The school district shall invest all proceeds received from the issuance of debt separate from the school district’s consolidated cash pool unless otherwise specified by the authorizing bond resolution or trust indenture.  Investments will be consistent with those authorized by Iowa law and the school district’s Investment Policy to maintain safety of principal and liquidity of the funds.

Arbitrage and Record Keeping Compliance

The treasurer shall maintain a system of record-keeping, reporting and compliance procedures with respect to all federal tax requirements which are currently, or may become applicable through the lifetime of all tax-exempt or tax credit bonds.

Federal tax compliance, record-keeping, reporting and compliance procedures shall include not be limited to:

1) post-issuance compliance procedures (including proper use of proceeds, timely expenditure of proceeds, proper use of bond financed property, yield restriction and rebate, and timely return filing);

2) proper maintenance of records to support federal tax compliance;

3) investments and arbitrage compliance;

4) expenditures and assets;

5) private business use; and

6) designation of primary responsibilities for federal tax compliance of all bond financings.

Financial Disclosure

The school district is committed to full and complete financial disclosure, and to cooperating fully with rating agencies, institutional and individual investors, other levels of government, and the general public to share comprehensible and accurate financial information.  The school district is dedicated to meeting secondary disclosure requirements on a timely and comprehensive basis, as promulgated by the Securities and Exchange Commission.

The Official Statements accompanying debt issues, Annual Audits, and Continuing Disclosure statements will meet the standards articulated  by the Municipal Securities Rulemaking Board (MSRB), the Government Accounting Standards Board (GASB), the Securities and Exchange Commission (SEC), Generally Accepted Accounting Principles (GAAP) and the Internal Revenue Service (IRS).  The treasurer shall be responsible for ongoing debt disclosure as required by any Continuing Disclosure Certificate for any debt issue and for maintain compliance with disclosure standards promulgated by state and federal regulatory bodies

  

Legal Reference        Iowa Code §§ 74-76; 278.1; 298; 298A

 

Cross Reference:       701   Financial Accounting System

                                   704   Revenue

Original Adopted Date: 09-12-22                                          Last Revised Date:                                            Last Reviewed Date:

 

1.    Role of Compliance Coordinator/Board Treasurer

 

     The Board Treasurer shall:  

 

a)     Be responsible for monitoring post-issuance compliance;

b)     Maintain a copy of the transcript of proceedings or minutes in connection with the issuance of any tax-exempt obligations and obtain records that are necessary to meet the requirements of this regulation;

c)     Consult with bond counsel, a rebate consultant, financial advisor, IRS publications and such other resources as are necessary to understand and meet the requirements of this regulation;

d)     Seek out training and education to be implemented upon the occurrence of new developments in the area and upon the hiring of new personnel to implement this regulation.

 

2.  Financing Transcripts’ Filing and Retention 

 

    The Board Treasurer shall confirm the proper filing of an IRS 8038 Series return and maintain a transcript of proceedings and minutes for all tax-exempt obligations issued by the school district including, but not limited to, all tax-exempt bonds, notes and lease-purchase contracts. Each transcript shall be maintained until 11 years after the tax-exempt obligation documents have been retired. The transcript shall include, at a minimum:

 

a)     Form 8038;

b)     Minutes, resolutions and certificates;

c)     Certifications of issue price from the underwriter;

d)     Formal elections required by the IRS;

e)     Trustee statements;

f)     Records of refunded bonds, if applicable;

g)     Correspondence relating to bond financings; and

h)     Reports of any IRS examinations for bond financings.

 

3.  Proper Use of Proceeds 

 

    The Board Treasurer shall review the resolution authorizing issuance for each tax-exempt obligation issued by the school district and the school district shall:

 

a)     Obtain a computation of the yield on such issue from the school district's financial advisor;

b)       Create a separate Project Fund (with as many sub-funds as shall be necessary to allocate proceeds among the projects being funded by the issue) into which the proceeds of issue shall be deposited;

c)     Review all requisitions, draw schedules, draw requests, invoices and bills requesting payment 

    from the Project Fund;

d)     Determine whether payment from the Project Fund is appropriate and, if so, make payment from the Project Fund (and appropriate sub-fund, if applicable);

    e)     Maintain records of the payment requests and corresponding records showing payment;

f)     Maintain records showing the earnings on, and investment of, the Project Fund;

g)     Ensure that all investments acquired with proceeds are purchased at fair market value; 

h)     Identify bond proceeds or applicable debt service allocations that must be invested with a yield-restriction and monitor the investments of any yield-restricted funds to ensure that the yield on such investments do not exceed the yield to which such investments are restricted;

    i) Maintain records related to any investment contracts, credit enhancement transactions and the bidding of financial products related to the proceeds.

 

4.      Timely Expenditure and Arbitrage/Rebate Compliance

 

    The Board Treasurer shall review the Tax-Exemption Certificate (or equivalent) for each tax-exempt obligation issued by the school district and the expenditure records provided in Section 2 of this regulation, above and shall:

 

a)     Monitor and ensure that proceeds of each such issue are spent within the temporary period set forth in such certificate;

b)     Monitor and ensure that the proceeds are spent in accordance with one or more of the applicable exceptions to rebate as set forth in such certificate if the school district does not meet the "small  issuer" exception for said obligation;

c)     Not less than 60 days prior to a required expenditure date, confer with bond counsel and a rebate consultant, if the school district will fail to meet the applicable temporary period or rebate exception expenditure requirements of the Tax-Exemption Certificate.  In the event the school district fails to meet a temporary period or rebate exception:

1.    Procure a timely computation of any rebate liability and, if rebate is due, file a Form 8038-T and arrange for payment of such rebate liability;

2.     Arrange for timely computation and payment of yield reduction payments (as such term is defined in the Code and Treasury Regulations), if applicable.

 

5.      Proper Use of Bond Financed Assets

 

    The Board Treasurer shall:

 

a)     Maintain appropriate records and a list of all bond financed assets.  Such records shall include the actual amount of proceeds (including investment earnings) spent on each of the bond financed assets;

b)     Monitor and confer with bond counsel with respect to all proposed bond financed assets;

1.     management contracts;

2.   service agreements;

3.     research contracts;

4.     naming rights contracts;

5.     leases or sub-leases;

6.      joint venture, limited liability or partnership arrangements; 

7.     sale of property; or

8.     any other change in use of such asset.

c)     Maintain a copy of the proposed agreement, contract, lease or arrangement, together with the response by bond counsel with respect to said proposal for at least three years after retirement of all tax-exempt obligations issued to fund all or any portion of bond financed assets; and

d)     Contact bond counsel and ensure timely remedial action under IRS Regulation Sections 1.141-12 in the event the school district takes an action with respect to a bond financed asset, which causes the private business tests or private loan financing test to be met.

 

6.      General Project Records

    

    For each project financed with tax-exempt obligations, the Board Treasurer shall maintain, until three years after retirement of the tax-exempt obligations or obligations issued to refund those obligations, the following:

 

a)     Appraisals, demand surveys or feasibility studies;

b)     Applications, approvals and other documentation of grants;

c)     Depreciation schedules;

d)     Contracts respecting the project.

 

Legal References:      As noted throughout the Policy

 

Original Adopted Date: 4-11-83                                              Last Revised Date: 8-12-24                                        Last Reviewed Date: 8-12-24

School district funds in excess of current needs are invested in compliance with this policy.  The goals of the school district's investment portfolio in order of priority are:

     1.   To provide safety of the principal;

     2.   To maintain the necessary liquidity to match expected liabilities; and

     3.   To obtain a reasonable rate of return.

In making investments, the school district shall exercise the care, skill, prudence and diligence under the circumstances then prevailing that a prudent person acting in a like capacity and familiar with such matters would use to meet the goals of the investment program.

School district funds are monies of the school district, including operating funds.  "Operating funds" of the school district are funds which are reasonably expected to be used during a current budget year or within fifteen months of receipt.  When investing operating funds, the investments must mature within three hundred and ninety-seven days or less. If, during the current budget year an amount of public funds will exceed operating funds by at least thirty-three percent, the amount of public funds that exceed operating funds by greater than thirty-three percent may be invested in certificates of deposit at federally insured depository institutions which mature within sixty-three months or less, in accordance with state and federal laws. When investing funds other than operating funds, the investments must mature according to the need for the funds.

The board authorizes the treasurer to invest funds in excess of current needs in the following investments.

     1.   Interest bearing savings, money market, and checking accounts at the school district's authorized depositories;

     2.   Iowa Schools Joint Investment Trust Program (ISJIT);

     3.   Certificates of deposit and other evidences of deposit at federally insured Iowa depository institutions;

     4.   Obligations of the United States government, its agencies and instrumentalities; and

     5.   An open-ended management investment company registered with federal securities and exchange commission under the federal Investment Company Act of 1940, 15 U.S.C. Section 80 (a), and operated in accordance with 17 C.F.R. Section 270.2a-7.

6.  Commercial paper or other short-term corporate debt that matures within two hundred seventy days and that is rated within the two highest classifications, as established by at least one of the standard rating services, with no more than five percent at the time of purchase placed in the second highest classification.  At the time of purchase no more than ten percent of the investment portfolio can be in these investments and no more than five percent of the investment portfolio can be invested in the securities of a single issuer; and,

7.  Prime bankers' acceptances that mature within two hundred seventy days and that are eligible for purchase by a federal reserve bank.  At the time of purchase no more than ten percent of the investment portfolio can be in these investments and no more than five percent of the investment portfolio can be invested in the securities of a single issuer;

8.  Repurchase agreements in which underlying collateral consists of investments in government securities.  The school district must take delivery of the collateral either directly or through an authorized custodian.  Repurchase agreements do not include reverse repurchase agreements;

It is the responsibility of the treasurer to oversee the investment portfolio in compliance with this policy and the law.

It is the responsibility of the treasurer to bring a contract with an outside person to invest school district funds, to advise on investments, to direct investments, to act in a fiduciary capacity or to perform other services to the board for review and approval.  The treasurer will also provide the board with information about and verification of the outside person's fiduciary bond.  Contracts with outside persons will include a clause requiring the outside person to notify the school district within thirty days of any material weakness in internal structure or regulatory orders or sanctions against the outside person regarding the services being provided to the school district and to provide the documents necessary for the performance of the investment portion of school district audit.  Contracts with outside persons will not be based on the performance of the investment portfolio.

The treasurer is responsible for reporting to and reviewing with the board at its regular meetings the investment portfolio's performance, transaction activity and current investments including the percent of the investment portfolio by type of investment and by issuer and maturities.  The report will also include trend lines by month over the last year and year-to-year trend lines regarding the performance of the investment portfolio.  It will also be the responsibility of the treasurer to obtain the information necessary to ensure that the investments and the outside persons doing business with the school district meet the requirements outlined in this policy.

It the responsibility of the superintendent to deliver a copy of this policy to the school district's depositories, auditor and outside persons doing investment business with the school district.

It shall also be the responsibility of the superintendent, in conjunction with the treasurer, to develop a system of investment practices and internal controls over the investment practices.  The investment practices are designed to prevent losses, to document the officers' and employees' responsibility for elements of the investment process and address the capability of the management.

 

Legal Reference:       Iowa Code §§ 11.2, .6; 12.62; 12B.10; 12C; 22.1, .14; 28E.2; 257; 279.29; 283A; 285; 502.701; 633.123

Cross Reference: 206.4 Treasurer

                             704   Revenue

Original Adopted Date;  4-11-83                                             Last Revised Date: 8-12-24                                       Last Reviewed Date: 8-12-24

The board believes gifts, grants, and bequests to the school district may be accepted when they shall further the interests of the school district.  The board shall have sole authority to determine whether the gift furthers the interests of the school district.

Gifts, grants, and bequests are approved by the board.  Once it has been approved by the board, a board member or the superintendent may accept the gift on behalf of the school district.

Gifts, grants, and bequests once accepted on behalf of the school district become the property of the school district.  Gifts, grants, and bequests are administered in accordance with terms, if any, agreed to by the board.

The naming of any portion of district buildings, facilities or grounds after a donor, benefactor or school patron shall require prior approval by the board.

  

Legal Reference:        Iowa Code §§ 279.42; 565.6

Cross Reference:     217   Gifts to Board of Directors

                                 402.4 Gifts to Employees

                                 508.1 Class or Student Group Gifts

 

Original Adopted Date:  4-9-90                                         Last Revised Date:  10-13-03                             Last Reviewed Date: 8-12-24

Revenue raised by students or from student activities is deposited and accounted for in the student activities fund.  This revenue is the property of and is under the financial control of the board.  Students may use this revenue for purposes approved by the building principal. 

Whether such revenue is collected from student contributions, club dues, and special activities or result from admissions to special events or from other fund-raising activities, all funds shall be under the jurisdiction of the board and under the specific control of the building principal.  They shall be deposited in a designated depository and shall be disbursed and accounted for in accordance with instructions issued by the superintendent.

It is the responsibility of the Business Manager to keep student activity accounts up-to-date and complete.

Any unencumbered class or activity account balances shall automatically revert to the activity fund when a class graduates or an activity is discontinued.

Students involved shall be made aware of this policy by the administration, and may, prior to graduation, make a recommendation as to the disposition of the balance of funds.

 

Legal Reference:        Iowa Code §§ 11.23; 279.8

 

Cross Reference:     504   Student Activities

                                 701   Financial Accounting System

Original Adopted Date: 3-8-04                                                  Last Revised Date:                                                    Last Reviewed Date: 8-12-24

The board has the right to charge admission fees for school events.  These events include, but are not limited to, athletic, musical and drama events.

The revenue generated by admission fees at school events shall be used to offset the costs associated with the operation of the school events or activities.

School booster groups may be employed to collect admission fees.  Remuneration to the booster group for this service shall be determined by the administration.

It shall be the responsibility of the superintendent to develop a fee schedule for the board’s approval and to develop administrative regulations regarding this policy.

Senior citizen passes are available for all district residents sixty-two (62) years of age or older.  These passes may be used at all school events except those as designated on the fee schedule.

The board believes that it is highly desirable for staff members to attend school events.  To facilitate attendance, the board will issue complimentary staff tickets annually that may be used at all school events except those as designated on the fee schedule.

 

Legal Reference:               Iowa Code §§ 279.8

Cross Reference:              702  Cash in Buildings

                                          701.1   Depository of Funds

Original Adopted Date: 09-12-22                                          Last Revised Date:                                      Last Reviewed Date:  8-12-24

Article I

Key Participants and Responsibilities

 

Section 1.01.  Compliance Officer.  By adoption of this Policy, the District hereby appoints the Board Treasurer to act as the Compliance Officer hereunder.

 

Section 1.02.  Responsibilities.  The Compliance Officer is responsible for the following tasks:

 

1. reviewing and approving all preliminary and final official statements relating to the District’s Securities, together with any supplements, for which a Disclosure Agreement is required (each, an "Official Statement"), before such documents are released, in accordance with Article III below;

 

2. moderating Board of Directors’ approval of all Financial Obligations triggering a Listed Event Notice under any new Disclosure Agreement entered into on or after February 27, 2019; 

 

(C)    reviewing the District’s status and compliance with Disclosure Agreements, including filings of disclosure documents thereunder and in compliance with this Policy, in accordance with Articles IV and V below;

 

(D)    serving as a "point person" for personnel to communicate issues or information that should be or may need to be included in any disclosure document;

 

(E)    recommending changes to this Policy to the Board of Directors as necessary or appropriate;

 

(F)    communicating with third parties, including coordination with outside consultants assisting the District, in the preparation and dissemination of disclosure documents to make sure that assigned tasks have been completed on a timely basis and make sure that the filings are made on a timely basis and are accurate; 

 

(G)    in anticipation of preparing disclosure documents, soliciting "material" information (as defined for purposes of federal securities law) from Employees identified as having knowledge of or likely to have information of Listed Events under Article IV or relevant to Disclosure Agreements; 

 

(H)    maintaining records documenting the District's compliance with this Policy; and

 

(I)    ensuring compliance with training procedures as described below.

 

The responsibilities of the Compliance Officer to make certain filings with the MSRB under Articles III (Annual Report Filings) and IV (Listed Event Filings) may be delegated by contract to a dissemination agent, under terms approved by the Board of Directors.

 

The Compliance Officer shall instruct Employees of the obligation to communicate with the Compliance Officer on any information relating to financial obligations or amendments to existing financial obligations promptly following occurrence.

 

Article II

Official Statements

 

Section 2.01.  Review and Approval of Official Statements.  Whenever the District issues Securities, an Official Statement may be prepared.  Each of these Official Statements contains information relating to the District’s finances.  The Compliance Officer (with advice from Bond Counsel, any retained Disclosure Counsel, and/or Financial Advisor) shall have primary responsibility for ensuring that all such information is accurate and not misleading in any material aspect.  The Official Statement may also include a certification that the information contained in the Official Statement regarding the District, as of the date of each Official Statement, does not contain any untrue statement of material fact or omit to state any material fact necessary to make the information contained in the Official Statement, in light of the circumstances under which it was provided, not misleading.  When undertaking review of a final or preliminary Official Statement, the Compliance Officer shall:

 

(A)    review the Official Statement to ensure: (i) that there are no material misstatements or omissions of material information in any sections, (ii) that the information relating to the District that is included in the Official Statement is accurate, and (iii) that when necessary the information relating to the District has been reviewed by a knowledgeable Employee or other appropriate person;  

 

(B)    draft, or cause to be drafted, for the Official Statement descriptions of (i) any material current, pending or threatened litigation, (ii) any material settlements or court orders and (iii) any other legal issues that are material information for purposes of the Official Statement; and

 

(C)    report any significant disclosure issues and concerns to the Board of Directors (with advice, as necessary, from Bond Counsel, retained Disclosure Counsel, if any, and/or Financial Advisor). 

 

Section 2.02.  Submission of Official Statements to Board of Directors for Approval.  The Compliance Officer shall submit all Official Statements to the Board of Directors for review and approval.  The Board of Directors shall undertake such review it deems necessary.  This may include consultation with the Compliance Officer, Bond Counsel, retained Disclosure Counsel, if any, and/or the Financial Advisor to fulfill the District's responsibilities under applicable federal and state securities laws. 

 

Article III

Annual Report Filings

 

Section 3.01.  Overview.  Under the Disclosure Agreements the District has entered into in connection with certain of its Securities, the District is required each year to file Annual Reports with the EMMA system.  Such Annual Reports are generally required to include: (1) certain updated financial and operating information as outlined in each Disclosure Agreement, and (2) the District’s audited financial statements.  The documents, reports and notices required to be submitted to the MSRB pursuant to this Policy shall be submitted through EMMA in one or more electronic document format files as required by the Rule at the time of filing, and shall be accompanied by identifying information, in the manner prescribed by the MSRB, or in such other manner as is consistent with the Rule.  To facilitate the District’s Disclosure Agreements the Compliance Officer shall:

 

(A)    maintain a record of all Disclosure Agreements of the District using a chart which shall identify and docket all deadlines;  

 

(B)    schedule email reminders on the EMMA website for each issue of Securities to help ensure timely filing of financial disclosures;

 

(C)    ensure that preparation of the Annual Reports commences as required under each specific Disclosure Agreement; and

 

(D)    comply with the District’s obligation to file Annual Reports by submitting or causing the required (i) annual financial information and operating data and (ii) audited financial statements to be submitted to the MSRB through EMMA.  

 

(i)    In the event audited financial statements are not available by the filing deadline imposed by the Disclosure Agreement, the Compliance Officer shall instead timely submit or cause to be submitted unaudited financial statements, with a notice to the effect that the unaudited financial statements are being provided pending the completion of audited financial statements and that the audited financial statements will be submitted to EMMA when they have been prepared.  In the event neither audited nor unaudited financial statements are timely posted, the District shall cause to be filed a "failure to file notice" in accordance with the Rule.  The failure to file notice for audited financial statements shall include information describing the nature and/or cause of the failure to meet the contractual deadline and, if available, an approximate timeframe for when the completed audited financial statement is expected to be submitted. Audited financial statements shall be filed as soon as available. If updated financial and operating information is not posted by the filing deadline, the Compliance Officer shall cause a "failure to file notice" to be posted to EMMA in accordance with the Rule.  

 

(ii)    All documents submitted to the MSRB through EMMA that are identified by specific reference to documents already available to the public on the MSRB's Internet website or filed with the SEC shall be clearly identified by cross reference.

 

Article IV

Listed Event Filings

 

Section 4.01.  Disclosure of Listed Events.  The District is obligated to disclose to the MSRB notice of certain specified events with respect to the Securities (a "Listed Event").  Employees shall be instructed to notify the Compliance Officer upon becoming aware of any of the Listed Events in the District’s Disclosure Agreements.  The Compliance Officer may consult with Bond Counsel, retained Disclosure Counsel, if any, or the Financial Advisor, to determine if an occurrence is a Listed Event, and whether a filing is required or is otherwise desirable.  If such a filing is deemed necessary, the Compliance Officer shall cause a notice of the Listed Event (a "Listed Event Notice") that complies with the Rule to be prepared, and the Compliance Officer shall cause to be filed the Listed Event Notice as required by the Rule as follows:

 

(A)    Prior to issuance of new Securities on or after February 27, 2019, a complete list of current Financial Obligations shall be compiled and submitted to the Compliance Officer for continuous monitoring regarding compliance with all Disclosure Agreements entered on or after February 27, 2019.  

 

2.       The Compliance Officer shall:

 

1. monitor and periodically review the Listed Events identified on Exhibit A, in connection with the Disclosure Agreements identified on the chart in Exhibit B to determine whether any event has occurred that may require a filing with EMMA. To the extent Compliance Officer determines notice for an event is not required based on the event not achieving a level of materiality, Compliance Officer shall document the basis for the determination.  

 

2. In a timely manner, not in excess of ten (10) business days after the occurrence of the Listed Event, file a Listed Event Notice for Securities to which the Listed Event applies. 

 

3.       For Securities to which the Listed Event or Events are applicable, the Listed Event Notice shall be filed in a timely manner not in excess of ten (10) business days after the occurrence of the Listed Event. 

 

4.      The Compliance Officer shall monitor Securities data on EMMA regarding rating agency reports for rated Securities and may subscribe to any available ratings agency alert service regarding the ratings of any Securities.

 

 

Article V

Miscellaneous

 

Section 5.01.  Documents to be Retained.  The Compliance Officer shall be responsible for retaining records demonstrating compliance with this Policy.  The Compliance Officer shall retain an electronic or paper file ("Transcript") for each Annual Report the District completes.  Each Transcript shall include final versions of documents submitted to the MSRB through EMMA, and any documentation related to determinations of materiality (or immateriality) of Listed Events.  The Transcript shall be maintained for the period that the applicable Securities are outstanding, and for a minimum of five [5] years after the date the final Annual Report for an issue of Securities is posted on EMMA.

 

Section 5.02.  Education and Training.  The District shall conduct periodic training to assist the Compliance Officer, Employees and the Supervisors, as necessary and appropriate, in understanding and performing their responsibilities under this Policy.  Such training sessions may include a review of this Policy, the disclosure obligations under the Disclosure Agreement(s), applicable federal and state securities laws, including the Listed Events in Exhibit A, and the disclosure responsibilities and potential liabilities of members of District staff and members of the Board of Directors.  Training sessions may include meetings with Bond Counsel, retained Disclosure Counsel, if any, Dissemination Agent, if any, or Financial Advisor, and teleconferences, attendance at seminars or conferences where disclosure responsibilities are discussed, and/or recorded presentations. Compliance Officer shall maintain a record of training activities in furtherance of this Policy.  

 

Section 5.03.  Public Statements Regarding Financial Information.  Whenever the District makes statements or releases information relating to its finances to the public that is reasonably expected to reach investors and the trading markets (including, without limitation, all Listed Event Notices, statements in the annual financial reports, and other financial reports and statements of the District), the District is obligated to ensure that such statements and information are accurate and complete in all material aspects.  The Compliance Officer shall assist the Board of Directors, the Superintendent, and District’s Attorneys in ensuring that such statements and information are accurate and not misleading in any material aspect.  Employees shall, to the extent possible, coordinate statements or releases as outlined above with the Compliance Officer.  Investment information published on the District’s website shall include a cautionary statement referring investors to EMMA as the official repository for the District’s Securities-related data.

 

 

EXHIBIT A

 

LISTED EVENTS

 

The following events automatically trigger a requirement to file on EMMA within ten (10) business days of their occurrence (listed events are subject to change by the SEC):

 

(1) Principal and interest payment delinquencies;

 

(2) Non-payment related defaults, if material;

 

(3) Unscheduled draws on debt service reserves reflecting financial difficulties;

 

(4) Unscheduled draws on credit enhancements reflecting financial difficulties;

 

(5) Substitution of credit or liquidity providers, or their failure to perform;

 

(6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax status of the security;

 

(7) Modifications to rights of security holders, if material;

 

(8) Bond calls, if material, and tender offers;

 

(9) Defeasances;

 

(10) Release, substitution, or sale of property securing repayment of the securities, if material;

 

(11) Rating changes;

 

(12) Bankruptcy, insolvency, receivership or similar event of the obligated person;

 

Note to paragraph (b)(5)(i)(C)(12):

For the purposes of the event identified in paragraph (b)(5)(i)(C)(12) of this section, the event is considered to occur when any of the following occur: The appointment of a receiver, fiscal agent or similar officer for an obligated person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the obligated person, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the obligated person.

 

(13) The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material;

 

(14) Appointment of a successor or additional trustee or the change of name of a trustee, if material; 

 

Additionally, the following events apply to Disclosure Agreements entered by the District on or after February 27, 2019:

 

(15) Incurrence of a Financial Obligation of the obligated person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the obligated person, any of which affect security holders, if material*; and 

 

(16) Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the obligated person, any of which reflect financial difficulties.

 

02038971-1\18246-014

 

Example