BAWA Resolution No. 2019-11RESOLUTION NO. 2019-11
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN
AREA WATER AUTHORITY APPROVING THE PRELIMINARY OFFICIAL
STATEMENT AND NOTICE OF SALE, APPOINTING THE PAYING
AGENT/REGISTRAR; AND APPROVING OTHER MATTERS INCIDENTAL
THERETO
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WHEREAS, the Board of Directors (the "Board") of the Baytown Area Water Authority
(the "Authority") desires to issue its Baytown Area Water Authority Water Supply Contract
Revenue Bonds, Series 2019 (City of Baytown Project) (the "Bonds") in an aggregate principal
amount not to exceed $17,695,000 for the purposes of (i) making, purchasing, constructing,
leasing or otherwise acquiring, enlarging, expanding and modifying the Project (as defined in the
Amended and Restated Water Supply Contract — Treated Water, as amended, entered into
between the Authority and the City of Baytown, Texas) and (ii) paying the costs of issuing the
Bonds; and
WHEREAS, the Authority desires to approve the form and content of a preliminary
official statement (the "Preliminary Official Statement") and notice of sale ("Notice of Sale") in
anticipation of its issuance of the Bonds, and appoint the paying agent/registrar for the Bonds
(the "Paying Agent/Registrar"); NOW, THEREFORE,
BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE BAYTOWN AREA
WATER AUTHORITY:
Section 1: The findings, definitions and recitations set out in the preamble to this
resolution are found to be true and correct and are hereby adopted by the Board and made a part
hereof for all purposes.
Section 2: The form and content of the Preliminary Official Statement and Notice of
Sale for the Bonds, as presented to the Board at this meeting, is hereby approved, with such
additions, corrections and revisions as may be necessary or appropriate and approved by the
General Manager of the Authority or his designee. The General Manager of the Authority or his
designee is hereby authorized to deem such Preliminary Official Statement, with such additions,
corrections and revisions as are approved by the General Manager of the Authority or his
designee, "final" within the meaning and for the purposes of paragraph (b)(1) of Rule 15c-2-12
of the Securities and Exchange Commission. The use of the Preliminary Official Statement and
Notice of Sale in connection with the sale of the Bonds is hereby approved.
Section 3: The Authority's financial advisor, Hilltop Securities, Inc., and bond
counsel, Bracewell LLP, are authorized and directed to proceed with the necessary arrangements
for the sale of the Bonds in accordance with the aforesaid Preliminary Official Statement.
Section 4: The Bank of New York Mellon Trust Company, N.A. is hereby appointed
as Paying Agent/Registrar for the Bonds.
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Section 5: The President, Vice President and Secretary of the Board, the General
Manager of the Authority, and other officers and agents of the Authority are hereby authorized
and directed to do any and all things necessary or desirable to carry out the provisions of this
resolution.
Section 6: This resolution shall take effect immediately from and after its passage by
the Board of Directors of the Baytown Area Water Authority.
Section 7: It is hereby officially found and determined that this meeting was open to
the public, and public notice of the time, place and purpose of said meeting was given, all as
required by the Open Meetings Act, Chapter 551, Texas Government Code.
[Signature Page Follows]
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INTRODUCED, READ and PASSED by the affirmative vote of the Board of Directors
of the Baytown Area Water Authority this the 171h day of April, 2019.
ATTEST:
LETICIA BRYS H, A istant Secretary
APPROVED AS TO FORM:
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NACIO RAMIREZ, SR., neral Counsel
B ENDA BRADLEY SMITH, President
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Signature Page to Baytown Area Water Authority Resolution No. 2019-
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