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11-09-1998 ERMU MIN - SPECIAL MTG ELK RIVER MUNICIPAL UTILITIES SPECIAL MEETING OF THE ELK RIVER UTILITIES COMMISSION AND ELK RIVER CITY COUNCIL HELD AT THE ELK RIVER CITY HALL November 9, 1998 Members Present: President, George Zabee; Vice Chair, James Tralle; Trustee, John Dietz Staff Present: Bryan Adams, General Manager Others Present: Steve Shurts, UPA; Jim O'Meara, Briggs &Morgan; David MacGillivray, Springsted; City Council members, Daryl Thompson, Roger Holmgren, and Mayor Hank Duitsman; Pat Klaers, City Administrator; Lori Johnson, Assistant City Administrator, Sandra Peine, City Clerk 1. Call meeting to order at 7:15 P.M.,November 9, 1998. 2. The only Agenda Item was the Proposed Gas Turbine Project in cooperation with UPA. George Zabee made some introductory remarks in support of the project. Bryan Adams discussed the project in general. Steve Shurts gave a presentation addressing the physical attributes of this project, and how UPA and ERMU would pursue such a project. James Tralle spoke in favor of such a project. David MacGillvray discussed the financial ramifications of such a project. Jim O'Meara discussed the legal implications of such a project, along with some procedural formalities. James Tralle moved the attached resolution, to proceed with the project. George Zabee seconded the resolution. Resolution carried 3-0. With no other business to discuss, George Zabee moved to adjourn the Special Meeting of the Elk River Municipal Utilities Commission. John Dietz seconded the motion. Motion carried 3-0. The November 9, 1998 Special Meeting of the Elk River Municipal Utilities adjourned at approximately 8:00 P.M. es ctfully submitted, / ,Be"...-. .r .,,n1-1 ryan Adams, General Manager RESOLUTION 98 - 125 A RESOLUTION OF THE CITY OF ELK RIVER RESOLUTION APPROVING THE EXERCISE OF POWERS UNDER MINNESOTA STATUTES, CHAPTER 453, RESPECTING A CERTAIN ELECTRIC POWER GENERATION PROJECT Be It Resolved as Follows: 1. Recitals. (a) The City of Elk River, Minnesota, in cooperation and conjunction with the Elk River Municipal Utilities Commission (collectively, the "City"), proposes to enter into contract(s) with United Power Association, its successors and/or other persons (collectively, "UPA") to facilitate the completion of a certain electric power generation project (the "Project"). (b) The Project would consist of the construction and completion of a 35 to 50 megawatt gas turbine electric generator in the City. The cost of the Project is currently estimated to be $18,000,000. (c ) The Project would be a peak load generator owned by the City. (d) It is proposed that UPA, in consultation with the City, would act as the City's agent for the planning, permitting, acquisition, completion, and operation of the Project, subject to certain rights of the City to operate the Project when not used by UPA. The Project, as a peak load generator, is expected to be operational only on occasions throughout any given year when demand for additional electric energy so requires. The City expects to benefit from the Project by enhancing its capacity against the growing electricity needs of the City and against uncertainty of national electric capacity as a whole. (e) The City and UPA would enter into joint and cooperative agreement(s) (collectively, the "Agreement") specifying the respective rights and obligations of the City and UPA. (f) The City would issue revenue or similar bonds or notes (the "Bonds") to finance the Project. These Bonds would be payable from revenues derived from UPA under the Agreement and may be secured by a mortgage or other suitable security interest in the Project. The Bonds would not be a general or moral obligation of the City, would not be secured by any of the City's existing municipal electric utility assets, and would not be payable from or a lien against the rates and charges imposed by the City on its municipal electric customers. 2. Authorization. It is hereby resolved and determined pursuant to Minnesota Statutes, Section 453.58, that the City may exercise such powers and enjoy such privileges provided in Minnesota Statutes, Chapter 453, as may be desirable or necessary in connection with the City's participation in the Project, as generally described hereinabove, including without limitation the designation of UPA as agent of the City, the entering into the Agreement, and the issuance of the Bonds in aid of financing and completing the Project. 3. Approval and Publication. This Resolution has been duly adopted by the City Council of the City of Elk River, Minnesota, and by the Elk River Municipal Utilities Commission, respectively, at duly called and regularly held meetings thereof on November 9, 1998, and shall be published once in the official newspaper of the City as soon as conveniently possible pursuant to Minnesota Statutes, Section 453.58, Subdivision 2. This Resolution in itself is not intended and shall not be interpreted as a commitment of the City to the Project, which shall be contingent upon the execution of the mutually acceptable Agreement. Passed and adopted by the City Council and the Elk River Municipal Utilities Commission of the City of Elk River this 9th day of November, 1998. ELK R ► ER MUNICIPAL UTi IES COMMISSION Georges abe- :resident ATT ST: a,),1) ELK RIVER CITY COUNCIL Henry A. Duitsman, Mayor ATTE : Sandra Peine, City Clerk