4217 To authorize the submission of an application to OILC for Financing Certain ongoing Capital WorksTHE CORPORATION OF THE TOWN OF TILLSONBURG
BY-LAW NUMBER 4217
A BY-LAW TO AUTHORIZE THE SUBMISSION OF AN APPLICATION TO
ONTARIO INFRASTRUCTURE AND LANDS CORPORATION ("OILC") FOR
FINANCING CERTAIN ONGOING CAPITAL WORKS OF THE CORPORATION
OF THE TOWN OF TILLSONBURG (THE "LOWER -TIER MUNICIPALITY");
TO AUTHORIZE TEMPORARY BORROWING FROM OILC TO MEET
EXPENDITURES IN CONNECTION WITH SUCH WORKS; AND TO
AUTHORIZE LONG TERM BORROWING FOR SUCH WORKS THROUGH
THE ISSUE OF DEBENTURES BY THE COUNTY OF OXFORD (THE "UPPER -
TIER MUNICIPALITY") TO OILC
WHEREAS the Municipal Act, 2001 (Ontario), as amended, (the "Act") provides that a
municipal power shall be exercised by by-law unless the municipality is specifically
authorized to do otherwise;
AND WHEREAS the Council of the Lower -tier Municipality has passed the by-law(s)
enumerated in column (1) of Schedule "A" attached hereto and forming part of this By-
law ("Schedule "A") authorizing the capital work(s) described in column (2) of
Schedule "A" (individually a "Capital Work", collectively the "Capital Works", as the
case may be) in the amount of the respective estimated expenditure set out in column
3) of Schedule "A", subject in each case to approval by OILC of the financing for such
Capital Work(s) that will be requested by the Lower -tier Municipality in the Application
as hereinafter defined;
AND WHEREAS before the Council of the Lower -tier Municipality approved the Capital
Work(s) in accordance with section 4 of Ontario Regulation 403102 (the "Regulation"),
the Council of the Lower -tier Municipality had its Treasurer calculate an updated limit in
respect of its then most recent annual debt and financial obligation limit received from
the Ministry of Municipal Affairs and Housing (as so updated, the "Updated Limit'),
and, on the basis of the authorized estimated expenditure for the Capital Work or each
Capital Work, as the case may be, as set out in column (3) of Schedule "A" (the
Authorized Expenditure" for any such Capital Work), the Treasurer calculated the
estimated annual amount payable in respect of the Capital Work or each Capital Work,
as the case may be, and determined that the estimated annual amount payable in
respect of the Capital Work or each Capital Work, as the case may be, did not cause
the Lower -tier Municipality to exceed the Updated Limit, and accordingly the approval of
the Ontario Municipal Board pursuant to the Regulation, was not required before any
such Capital Work was authorized by the Council of the Lower -tier Municipality;
AND WHEREAS subsection 405(1) of the Act provides, amongst other things, that a
municipality may authorize temporary borrowing to meet expenditures made in
connection with a work to be financed in whole or in part by the issue of debentures if,
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the municipality is a lower -tier municipality in a regional municipality and it has approved
the work and the upper -tier municipality has approved the issue of debentures for the
work;
AND WHEREAS subsection 401(1) of the Act provides that a municipality may incur a
debt for municipal purposes, whether by borrowing money or in any other way, and may
issue debentures and prescribed financial instruments and enter prescribed financial
agreements for or in relation to the debt;
AND WHEREAS subsection 401(3) of the Act provides that a lower -tier municipality in a
regional municipality does not have the power to issue debentures and accordingly the
Lower -tier Municipality intends that the Upper -tier Municipality will issue debentures in
respect of the Capital Work(s) and will request that the Upper -tier Municipality do so;
AND WHEREAS subsection 403(1) of the Act provides that a by-law of an upper -tier
municipality authorizing the issuing of debentures for the purposes or joint purposes of
one or more of its lower -tier municipalities may require those lower -tier municipalities to
make payments in each year to the upper -tier municipality in the amounts and on the
dates specified in the by-law;
AND WHEREAS the Act also provides that a municipality shall authorize long term
borrowing by the issue of debentures or through another municipality under section 403
or 404 of the Act and subsection 403(7) of the Act provides that all debentures issued
under a by-law passed by an upper -tier municipality under section 403 are direct, joint
and several obligations of the upper -tier municipality and its lower -tier municipalities;
AND WHEREAS OILC has invited Ontario municipalities desirous of obtaining
temporary and long term debt financing in order to meet capital expenditures incurred
on or after January 1, 2013 in connection with eligible capital works to make application
to OILC for such financing by completing and submitting an application in the form
provided by OILC;
AND WHEREAS the Lower -tier Municipality requested the Upper -tier Municipality to
issue debentures for the Capital Work(s) and in this connection the Upper -tier
Municipality and the Lower -tier Municipality completed and submitted an application to
OILC (the "Application") to request financing for the Capital Work(s) by way of long
term borrowing pursuant to section 403 of the Act through the issue of debentures by
the Upper -tier Municipality to OILC and by way of temporary borrowing by the Lower -tier
from OILC pending the issue of such debentures;
AND WHEREAS OILC has accepted and has approved the Application;
AND WHEREAS the Upper -tier Municipality has approved the issue of debentures for
the Capital Work(s) to OILC in the maximum aggregate principal amount of
4,220,865.00 (the "Debentures"); and OILC has indicated that pending the issue of
the Debentures it will provide financing by way of temporary advances to the Lower -tier
Municipality in respect of the Capital Work(s);
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AND WHEREAS the Lower -tier Municipality will enter into a financing agreement with
OILC pursuant to the terms of which OILC will provide temporary advances to the
Lower -tier Municipality in respect of the Capital Work(s);
NOW THEREFORE THE COUNCIL THE CORPORATION OF THE TOWN OF
TILLSONBURG ENACTS AS FOLLOWS:
1. The Council of the Lower -tier Municipality hereby confirms, ratifies and approves
the execution by the Treasurer of the Application and the submission by such
authorized official of the Application, duly executed by such authorized official, to
OILC, in cooperation with the Upper -tier Municipality, for the financing of the
Capital Work(s) by way of temporary borrowing from OILC, pending the issue of
the Debentures, in the maximum aggregate principal amount of $4,220,865.00,
substantially in the form of Schedule "B" hereto and forming part of this By-law,
with such changes thereon as such authorized official may hereafter approve,
such execution and delivery to be conclusive evidence of such approval.
2. The Mayor and the Treasurer are hereby authorized to negotiate and enter into,
execute and deliver for and on behalf of the Lower -tier Municipality a financing
agreement (a "Financing Agreement") with OILC that provides for temporary
borrowing from OILC in respect of the Capital Work(s) on such terms and
conditions as such authorized officials may approve, such execution and delivery
to be conclusive evidence of such approval.
3. The Mayor and/or the Treasurer are hereby authorized, pending the substantial
completion of the Capital Work or of each Capital Work, as the case may be, or
as otherwise agreed with OILC, to make temporary borrowings pursuant to
section 405 of the Act in respect of the Capital Work or of each Capital Work, as
the case may be, on the terms and conditions provided in the Financing
Agreement and on such other terms and conditions as such authorized officials
may agree, and to sign such evidence of indebtedness as OILC may require (the
Note") and to deliver the Note to OILC, such execution and delivery to be
conclusive evidence of such agreement; and the Treasurer is authorized to sign
such certifications as OILC may require in connection with such borrowings in
respect of the Capital Work(s); provided that the amount of borrowings allocated
to the Capital Work or to each Capital Work, as the case may be, does not
exceed the Authorized Expenditure for such Capital Work and does not exceed
the related loan amount set out in column (4) of Schedule "A" in respect of such
Capital Work.
4. In accordance with the provisions of section 25 of the Ontario Infrastructure and
Lands Corporation Act, 2011, as amended from time to time hereafter, as
security for the payment by the Lower -tier Municipality of the indebtedness of the
Lower -tier Municipality to OILC under the Note, and as security for the payment
by the Lower -tier Municipality of any indebtedness of the Lower -tier Municipality
to the Upper -tier Municipality in respect of the Debentures issued for any Capital
Work (the "Obligations'), the Lower -tier Municipality is hereby authorized to
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agree in writing with OILC that the Minister of Finance is entitled, without notice
to the Lower -tier Municipality, to deduct from money appropriated by the
Legislative Assembly of Ontario for payment to the Lower -tier Municipality,
amounts not exceeding the amounts that the Lower -tier Municipality fails to pay
to OILC on account of the Obligations and to pay such amounts to OILC from the
Consolidated Revenue Fund.
5. For the purposes of meeting the Obligations, the Lower -tier Municipality shall
provide for raising in each year as part of the general lower -tier levy the amounts
of principal and interest payable in each year under the Note and/or any
outstanding Debenture, to the extent that the amounts have not been provided
for by any other available source including other taxes or fees or charges
imposed on persons or property by a by-law of any municipality.
6. (a) The Mayor and/or the Treasurer are hereby authorized to execute and
deliver the Note, the Mayor and the Treasurer are hereby authorized to
enter into, execute and deliver the Financing Agreement, one or more of
the Clerk and the Treasurer are hereby authorized to generally do all
things and to execute all other documents and papers in the name of the
Lower -tier Municipality in order to perform the Obligations of the Lower -tier
Municipality under the Financing Agreement and to execute and deliver
the Note, and the Treasurer is authorized to affix the Lower -tier
Municipality's municipal seal to any such documents and papers.
b) The money realized in respect of the Note and the Debentures, including
any premium, and any earnings derived from the investment of that money
after providing for the expenses related to the execution and delivery of
the Note and to the issue of the Debentures by the Upper -tier Municipality,
if any, shall be apportioned and applied to the respective Capital Work and
to no other purpose except as permitted by the Act.
7. This By-law/41les effect on the day of passing.
ENACTED AA PASSED this 13' day of August, A.D. 2018.
Stephen Molnar Donna Wilson
MAYOR TOWN CLERK