MINUTES OF A SPECIAL MEETING OF THE BOARD OF VISITORS
OF VIRGINIA COMMONWEALTH UNIVERSITY
September 28, 1977
A special meeting of the Board of Visitors of Virginia
Commonwealth University was held on Wednesday, September 28,
1977, at 12:30 p.m. in the Sanger Hall Board Room.
Present were Drs. Blanton and Gayle; Messrs. Bliley, Dabney,
Norris, Obenshain, Scott and Seaborn; and Mrs. Satterfield.
Absent were Dr. Gwathmey; Messrs. Grey, McGehee and Shumate;
and Mesdames Stone and Thalhimer. Also present were Drs. Beller,
Brooke, Neal, Vasile, and Willett; Messrs. Kidd, Rice and Ross;
Miss Cosby and Mrs. Price.
Mr. Robert Watts, State Treasurer, Mr. Walter Craigie of
Wheat First Securities and Mr. Durwood Felton of the Attorney
General's Office along with several of their colleagues were in
attendance for the presentation of the Treasury Board's recommenda-
tion concerning preliminary pricing of the MCVH revenue bonds,
series A.
Following the presentation, Dr. Blanton introduced the following resolution, which was read
RESOLUTION APPROVING CERTAIN DOCUMENTS,
AUTHORIZING THE EXECUTIVE COMMITTEE OF
THE BOARD OF VISITORS OF VIRGINIA COMMON-
WEALTH UNIVERSITY TO TAKE CERTAIN ACTIONS
WITH RESPECT TO THE ISSUANCE AND AWARD OF
THE REVENUE BONDS OF THE UNIVERSITY TO
FINANCE THE COST OF THE FIRST PHASE PROJECT
FOR MEDICAL COLLEGE OF VIRGINIA HOSPITALS,
AND DESIGNATING A FISCAL OFFICER TO PERFORM
CERTAIN DUTIES UNDER THE RESOLUTION AUTHORIZ-
ING SAID BONDS
WHEREAS, Virginia Commonwealth University (the "University")
has received bids for the construction and equipping of a
537 bed cute care hospital and a supply and distribution
center and the installation of a sprinkler system for
Medical College of Virginia West Hospital (the "First
Phase Project") and
WHEREAS, the University proposes to finance, in part,
the cost of the First Phase Project by the issuance of
its Medical College of Virginia Hospital Revenue Bonds,
Series A in the aggregate principal amount not to exceed
$64,400,000 (the "Series A Bonds"); and
WHEREAS, The Board of Visitors is not scheduled to meet
again prior to the time the Series A Bonds are to be
authorized and awarded; and
WHEREAS, time is of the essence in the accomplishment
this transaction; now, therefore,
Be it resolved, by the Board of Visitors of Virginia
Commonwealth University:
tion 1. The Executive Committee of the Board of
tors (the "Executive Committee") is hereby authorized
and empowered pursuant to Section 23-50.9 (b) of the Code
of Virginia of 1950, as amended, to adopt on behalf of the
Board and as an act of the Board a resolution authorizing
the issuance of the Series A Bonds and additional bonds,
such resolution to be in substantially the form presented
to this meeting, marked "Proof of September 27, 1977" and
attached hereto as Exhibit A, which is hereby approved and
the Executive Committee is hereby authorized to adopt said
resolution with such additions, changes and deletions as
the Executive Committee shall deem necessary or desirable.
Section 2. The Preliminary Official Statement of the
University with respect to the Series A Bonds dated
September 19, 1977, is hereby approved, the distribution
of said Preliminary Official Statement by the Underwriters
of the Series A Bonds is hereby ratified, and the approval
by the Executive Committee of the final Official Statement
in substantially the form of said Preliminary Official
Statement is hereby authorized, subject to such additions,
deletions and changes as the Executive Committee shall
approve, such approval to be evidenced by the execution
of said final Official Statement by the Rector on behalf
of the University.
Section 3. The Executive Committee of the Board of Visitors
is hereby authorized to take all steps necessary to approve
the award of the Series A Bonds by the Treasury Board of the
Commonwealth of Virginia; provided, however, that the principal
amount of the Series A Bonds shall not exceed $64,400,000,
the purchase price for such bonds shall not be less than 97%
of the aggregate principal amount thereof, and the Series A
Page 3
Bonds shall bear interest at a rate or rates resulting in a net interest cost to the University of not exceeding 6.25%
net interest cost to the University of not exceeding 6.25%
per annum.
Section 4. The Rector is hereby authorized and directed
to execute and deliver a Bond Purchase Agreement providing
for the sale of the Series A Bonds to the Underwriters re-
ferred to therein in substantially the form presented to
this meeting, marked "Draft of September 19, 1977" and
attached hereto as Exhibit B, subject to such additions,
deletions and changes as the Rector shall approve, such
approval to be evidenced by the execution of the Bond
Purchase Agreement by the Rector on behalf of the University.
.
Section 5. The Provost of the MCV Campus is hereby
designated as the administrative officer of the University
to perform those duties and functions required by the
resolution authorizing the Series A Bonds to be performed
by a fiscal officer of the University.
Section 6. This resolution shall take effect upon its
adoption.
Bliley moved the adoption of the foregoing resolution,
which motion was seconded by Dr. Gayle, and approved by the
following vote:
Ayes: Mrs. Satterfield; Messrs. Norris, Seaborn, Dabney,
ley, and Drs. Blanton and Gayle.
Noes: None
Abstaining: Mr. Scott
The Rector announced that said resolution was duly adopted.
The meeting was adjourned at 1:15
Approved: