RESOLUTION NO. ____ (SA)
RESOLUTION OF THE OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF
SANTA MONICA APPROVING THE FORM OF THE
PRELIMINARY OFFICIAL STATEMENT AND THE
CONTINUING DISCLOSURE CERTIFICATE RELATING TO
THE 2026 TAX ALLOCATION REFUNDING BONDS, AND
AUTHORIZING CERTAIN OTHER ACTIONS IN
CONNECTION THEREWITH
WHEREAS, the Successor Agency to the Redevelopment Agency of the City of Santa Monica (the “Successor Agency”) approved the issuance of one or more series tax allocation refunding bonds (the “2026 Bonds”) by Resolution No. 49 (SA) (the “Resolution”), at its meeting on January 13, 2026, for the purpose of achieving debt service savings; and WHEREAS, the Los Angeles County Third Supervisorial District Consolidated Oversight Board approved of the issuance of the 2026 Bonds by its Resolution No. OB3 2026-62 at its meeting on February 10, 2026; and
WHEREAS, the Successor Agency wishes at this time to approve the form of a Preliminary Official Statement and form of the Continuing Disclosure Certificate relating to the 2026 Bonds;
NOW THEREFORE, THE SUCCESSOR AGENCY TO THE REDEVELOPMENT
AGENCY OF THE CITY OF SANTA MONICA, DOES HEREBY RESOLVE AS FOLLOWS:
Section 1. Recitals; Capitalized Terms. All of the recitals herein contained are true and correct and the Successor Agency so finds. Capitalized terms used but not defined in this resolution have the meaning given to such terms in the Resolution.
Section 2. Approval of the Official Statement. The form of the Preliminary Official Statement relating to the 2026 Bonds (the “Preliminary Official Statement”) presented herewith is hereby approved. Each of the City Manager and the Finance Director of the City, or their respective written designee (each an “Authorized Officer” and collectively, the “Authorized Officers”), acting on behalf of the Successor Agency, are, and each of them is, hereby authorized and directed, for and in the name of the Successor Agency, to sign a certificate pursuant to Rule 15c2-12 promulgated under the Securities Exchange Act of 1934 relating to the Preliminary Official Statement. The Authorized Officers are each hereby further authorized and directed to execute, approve and deliver the final Official Statement in the form of the Preliminary Official Statement, with such changes, insertions and omissions as may be recommended by the Successor Agency’s General Counsel or Anzel Galvan LLP (“Disclosure Counsel”), and approved by the Authorized Officer executing the same, said execution being conclusive evidence of such approval. Stifel, Nicolaus & Company, Incorporated (the “Underwriter”) is hereby authorized to distribute the Preliminary Official Statement to prospective purchasers of the 2026 Bonds and is directed to deliver copies of any final Official Statement to all actual purchasers of the 2026 Bonds.
Attachment A
2 Section 3. Approval of Continuing Disclosure Certificate. The form of the Continuing Disclosure Certificate relating to the 2026 Bonds (the “Continuing Disclosure Certificate”) presented herewith is hereby approved. The Authorized Officers are each hereby authorized and directed to execute and deliver the Continuing Disclosure Certificate in the form presented at this meeting with such changes, insertions and omissions as may be recommended by the Successor Agency’s General Counsel or Disclosure Counsel and approved by the Authorized Officer executing the same, said execution being conclusive evidence of such approval.
Section 4. Miscellaneous. Each of the Authorized Officers and other appropriate officers of the Successor Agency acting alone, is authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents and contracts that they may deem necessary or advisable in order to consummate the sale, execution and delivery of the 2026 Bonds and otherwise to carry out, give effect to and comply with the terms and intent of this resolution, the Resolution, the 2026 Bonds, the Indenture, the Bond Purchase Agreement, and the Escrow Agreements, each in order to facilitate the issuance of the 2026 Bonds and otherwise to carry out, give effect to and comply with the terms and intent of this resolution, including, without limitation, to amend any of the legal documents entered in connection with the Prior Bonds in order to effectuate the defeasance and refunding of such Prior Bonds, to execute irrevocable refunding instructions with respect to the Prior Bonds, to secure municipal bond insurance for any or all of the 2026 Bonds and/or a debt service reserve policy to fund any reserve account or fund established for the 2026 Bonds, if available (which may include entering into a mutual insurance agreement(s) therefor), to request subordination of any amounts required to be paid to an affected taxing entity to any or all of the 2026 Bonds, as the Authorized Officer may require or approve, in consultation with Bond Counsel and the Municipal Advisor, and any such actions heretofore taken by such officers in connection therewith are hereby ratified, confirmed and approved.
Section 5. Effective Date. This Resolution shall take effect immediately upon its adoption and the City Clerk, as Secretary of the Successor Agency, shall certify the vote adopting this resolution.
APPROVED AS TO FORM:
Heidi Von Tongeln
Interim Successor Agency General
Counsel
Attachment A
3 Adopted and approved by the Successor Agency to the Redevelopment Agency for the City of Santa Monica, this 24th day of March 2026.
Caroline Torosis
Chair
I, Denise Anderson-Warren, Interim City Clerk of the City of Santa Monica, as Interim Secretary of the Successor Agency to the Redevelopment Agency of the City of Santa Monica, do certify that the foregoing Resolution was duly adopted at the meeting of the Successor Agency to the Redevelopment Agency of the City of Santa Monica held on March 24, 2026, by the following vote AYES:
NOES:
ABSENT:
ABSTAINED:
ATTEST
Denise Anderson-Warren
Interim
Successor Agency Secretary
Attachment A