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5.3b ERMUSR 03-09-2021 EXTRACT OF MINUTES OF MEETING OF THE ELK RIVER MUNICIPAL UTILITIES COMMISSION HELD: March 9,2021 Pursuant to due call and notice thereof, a regular meeting of the Elk River Municipal Utilities Commission, was duly held in the Elk River Fire StationEOCConference Room,13073 Orono Parkwayin said City on the 9thday ofMarch,2021, at 3:30P.M. for the purpose in part of authorizing the competitive negotiated sale of the $14,460,000Electric Revenue Bonds,Series 2021B. The following members were present: and the following were absent: Member ____________introduced the following resolution and moved its adoption: Resolution No. 21-2 RESOLUTION PROVIDING FOR THE COMPETITIVE NEGOTIATED SALEOF $14,460,000 ELECTRIC REVENUE BONDS, SERIES 2021B A.WHEREAS, the Elk River Municipal Utilities Commission(the ,has heretofore determined that it is necessary and expedient that the City of issue its $14,460,000Electric Revenue Bonds, Series 2021B (the Bonds) tofinance theconstructionof a field housefacility to house service trucks, inventory, and officesof the Elk River Municipal Utilities; and B.WHEREAS, the Commissionhas retained Baker Tilly Municipal Advisors, LLC, in Saint Paul, Minnesota (Baker Tilly), as its independent municipaladvisor andis therefore authorized to sell these obligations by a competitive negotiated sale in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9); and NOW, THEREFORE, BE IT RESOLVED by the Elk River Municipal Utilities Commission,as follows: 1.Authorization;Findings.The Commissionhereby authorizes Baker Tillyto solicit bids for the competitive negotiated sale of the Bonds. 2.Meeting;Bid Opening.ThisCommissionshall meet at the time and place specified in the Terms of Proposal attached hereto asExhibit Afor the purpose of considering sealed bids for, and awarding the sale of, the Bonds. The Finance Manageror designee, shall open bids at the time and place specified in such Terms of Proposal. EL185-68-699669.v1 338 3.Terms of Proposal.The terms and conditions of the Bonds and the negotiation thereof are fully set forth in the Terms of Proposalattached hereto as Exhibit A and hereby approved and made a part hereof. 4.Official Statement.In connection with said competitive negotiated sale, the Finance Manager and other officers or employees of the Commissionare hereby authorized to cooperate with Baker Tillyand participate in the preparation of an official statement for the Bonds, and to execute and deliver it on behalfof the Commissionupon itscompletion. 5.Request to City Council.The Commission hereby requests that the City Council of the City adopt a resolution on March 15,2021,approving the issuance of the Bonds and authorizing the Commission to take actions necessary and sufficient to provide for the issuance of the Bonds. The motion for the adoption of the foregoing resolution was duly seconded by member _____________and, after full discussion thereof and upon a vote being taken thereon, the following voted infavor thereof: and the following voted against the same: Whereupon said resolution was declared duly passed and adopted. EL185-68-699669.v1 2 339 STATE OF MINNESOTA) COUNTY OF SHERBURNE) ELK RIVER MUNICIPAL) UTILTIES COMMISSION) I, the undersigned, being the duly qualified and actingSecretaryof theElk River Municipal Utilities Commission, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and completetranscript of the minutes of a meeting of the Commission, duly called and held on the date therein indicated, insofar as such minutesrelate to the $14,460,000Electric Revenue Bonds, Series 2021B. WITNESS myhand this_____day of ___________________,2021. Secretary EL185-68-699669.v1 3 340