RESOLUTION
A regular meeting of County of Sullivan Industrial Development Agency (“Agency”) was convened in public session at the Sullivan County Government Center, 100 North Street, Village of Monticello, Sullivan County, New York on December 13, 2011 at 10:00 a.m. local time.
The meeting was called to order by Chairman Elwin Wood, and, upon roll being called, the following members of the Agency were:
PRESENT ABSENT
Elwin Wood [ √ ] [ ]
Harold Gold [ √ ] [ ]
Raymond Walter [ √ ] [ ]
Edward T. Sykes [ ] [ √ ]
Charles Barbuti, Jr. [ √ ] [ ]
Harris Alport [ √ ] [ ]
Suzanne Loughlin [ √ ] [ ]
Cindy L. Garlinghouse [ √ ] [ ]
Steve White [ ] [ √ ]
The following persons were also present:
Allan C. Scott, Chief Executive Officer
Jennifer Brylinski, Agency Executive Director
Elizabeth A. Hunt, Agency Executive Assistant
Walter F. Garigliano, Agency General Counsel
The following resolution was duly offered by Charles Barbuti, Jr., and seconded by Cindy Garlinghouse, to wit:
Resolution No. 29 – 11
RESOLUTION OF THE AGENCY (1) AUTHORIZING THE ASSIGNMENT OF THE MILLENNIUM REVOLVING LOAN FUND TO THE SULLIVAN COUNTY FUNDING CORPORATION (“SCFC”); (2) AUTHORIZING THE PAYMENT OF $24,000 TO SCFC TO BE USED TO PARTIALLY FUND THE ADMINISTRATION OF SCFC; AND (3) AUTHORIZING SUCH FURTHER ACTION BY THE AGENCY AS IS NECESSARY TO EFFECTUATE THE ABOVE.
WHEREAS, by Title 1 of Article 18-A of the General Municipal Law of the State of New York, as amended, and Chapter 560 of the Laws of 1970 of the State of New York, (hereinafter collectively called the “Act”), the Agency was created with the authority and power to promote, develop, encourage and assist in acquiring, constructing, reconstructing, improving, maintaining, equipping and furnishing industrial, manufacturing, warehousing, commercial, civic, research, and recreational facilities as authorized by the Act, and in connection therewith to issue its revenue bonds, enter into straight lease transactions and provide other forms of financial assistance; and
WHEREAS, by resolution adopted on June 14, 2011, the Agency created the Millennium Revolving Loan Fund (the “Loan Fund”) to be funded by $225,000 received from the Millennium Pipeline Company LLC to the Agency; and
WHEREAS, at the creation of the Loan Fund, it was contemplated that the Agency would have the option of assigning the Loan Fund; and
WHEREAS, SCFC was formed under the Not-For-Profit Corporation Law of the State of New York for the purpose of, among other things, fostering the creation, retention and expansion of jobs and economic opportunities for the benefit of Sullivan County with the power to apply for and make grants and loans; and
WHEREAS, the Agency now desires to assign the Loan Fund all administrative duties related thereto to SCFC; and
WHEREAS, the Agency further desires to pay to SCFC the sum of $24,000.00 to partially fund the administrative costs of SCFC.
NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF THE COUNTY OF SULLIVAN INDUSTRIAL DEVELOPMENT AGENCY AS FOLLOWS:
Section 1. The Agency hereby finds and determines that:
(A) By virtue of the Act, the Agency has been vested with all powers necessary and convenient to carry out and effectuate the purposes and provisions of the Act and to exercise all powers granted to it under the Act; and
(B) It is desirable and in the public interest for the Agency to assign the administration of the Loan Fund ($225,000.00 as of the date hereof) to SCFC (the “Assignment”) and to pay SCFC the amount of $24,000.00 to partially fund the administrative costs of SCFC.
(C) In order to effectuate the Assignment, the Agency shall cause all remaining payments to the Loan Fund from Millennium Pipeline Company LLC to be made to SCFC.
(D) The Agency has the authority to take the actions contemplated herein under the Act; and
(D) The actions to be taken by the Agency will increase employment opportunities in Sullivan County, New York, and otherwise further the purposes of the Agency as set forth in the Act.
Section 2. The Chairman (or Vice Chairman) and/or Executive Director of the Agency are hereby authorized, on behalf of the Agency, to execute and deliver any and all documents reasonably contemplated by these resolutions; and, where appropriate, the Secretary or Assistant Secretary of the Agency is hereby authorized to affix the seal of the Agency to the appropriate documents and to attest the same, all with such changes, variations, omissions and insertions as the Chairman (or Vice Chairman) and/or Executive Director of the Agency shall approve, the execution thereof by the Chairman (or Vice Chairman) and/or Executive Director of the Agency to constitute conclusive evidence of such approval; provided in all events recourse against the Agency is limited to the Agency’s interest in the Project.
Section 4. The Chairman (or Vice Chairman) and/or Executive Director of the Agency is hereby authorized and directed to distribute copies of this Resolution to SCFC and Millennium Pipeline Company LLC and to do such further things or perform such acts as may be necessary or convenient to implement the provisions of this Resolution.
Section 5. This Resolution shall take effect immediately.
The question of adoption of the foregoing resolutions were duly put to a vote on roll call, which resulted as follows:
Elwin Wood [ √ ] Yes [ ] No [ ] Absent [ ] Abstain
Harold Gold [ √ ] Yes [ ] No [ ] Absent [ ] Abstain
Raymond Walter [ √ ] Yes [ ] No [ ] Absent [ ] Abstain
Edward T. Sykes [ ] Yes [ ] No [ √ ] Absent [ ] Abstain
Charles Barbuti, Jr. [ √ ] Yes [ ] No [ ] Absent [ ] Abstain
Harris Alport [ √ ] Yes [ ] No [ ] Absent [ ] Abstain
Suzanne Loughlin [ √ ] Yes [ ] No [ ] Absent [ ] Abstain
Cindy L. Garlinghouse [ √ ] Yes [ ] No [ ] Absent [ ] Abstain
Steve White [ ] Yes [ ] No [ √ ] Absent [ ] Abstain
The resolutions were thereupon duly adopted.