2015 Mississippi Code
Title 31 - PUBLIC BUSINESS, BONDS AND OBLIGATIONS
Chapter 25 - MISSISSIPPI DEVELOPMENT BANK ACT
Article 1 - GENERAL PROVISIONS
§ 31-25-39 - Resolution of Board authorizing or relating to issuance of bonds; contracts

In any resolution of the board of the bank authorizing, or relating to the issuance of any bonds, the board, in order to secure the payment of the bonds and in addition to its other powers, may covenant and contract with the holders of the bonds:

(a) To pledge to any payment or purpose all or any part of its revenues to which its right then exists or may thereafter come into existence, and the moneys derived therefrom, and the proceeds of any bonds including, but not limited to, any or all municipal securities held by the bank. Any such bonds may be additionally secured by a pledge of any grants, subsidies, contributions, or other funds or moneys from the United States or the state or any agency or instrumentality thereof, or any other governmental unit;

(b) To covenant against pledging all or any part of its revenues, or against permitting or suffering any lien on those revenues or its property;

(c) To pledge all or any part of the assets of the bank to secure the payment of the notes or bonds or of any issue of notes or bonds, subject to such agreements with holders of bonds as may then exist;

(d) To covenant as to the use and disposition of any payments of principal or interest received by the bank on municipal securities or other investments held by the bank;

(e) To covenant as to establishment of reserves or sinking funds, the making of provision for them and the regulation and disposition thereof;

(f) To covenant with respect to or against limitations on any right to sell or otherwise dispose of any property of any kind;

(g) To covenant as to any bonds to be issued by the bank, or by the local governmental unit the municipal securities of which are being purchased with the proceeds of an issue of bonds or notes of the bank, and their limitations and their terms and conditions and as to the custody, application and disposition of their proceeds, and pledging such proceeds to secure payment of bonds or any issue thereof;

(h) To contract with bond or note holders respecting the terms and conditions of agreements with the state or local governmental units made pursuant to the provisions of this chapter;

(i) To covenant as to the issuance of additional bonds or as to limitations on the issuance of additional bonds and on the incurring of other debts;

(j) To covenant as to the payment of the principal of or interest on the bonds, as to the sources and methods of payment, as to the rank or priority of any bonds with respect to any lien of security or as to the acceleration of the maturity of any bonds;

(k) To provide for the replacement of lost, stolen, destroyed or mutilated bonds;

(l) To covenant against extending the time for the payment of bonds or interest thereon;

(m) To covenant as to the redemption of bonds and privileges of exchange thereof for the other bonds of the bank;

(n) To covenant as to any charges to be established and charged, the amount to be raised each year or other period of time by charges or other revenues and as to the use and disposition to be made thereof;

(o) To limit the amount of money to be expended by the bank for operating expenses of the bank;

(p) To covenant to create or authorize the creation of special funds or moneys to be held in pledge or otherwise for operating expenses, payment or redemption of bonds, reserves or other purposes and as to the use and disposition of the moneys held in those funds;

(q) To establish the procedures, if any, by which the terms of any contract or covenant with or for the benefit of the holders of bonds may be amended or abrogated, the amount of bonds the holders of which must consent thereto, and the manner in which the consent may be given;

(r) To covenant as to the custody of any of its properties or investments, the safekeeping thereof, the insurance to be carried thereon, and the use and disposition of insurance moneys;

(s) To covenant as to the time and manner of enforcement or restraint from enforcement of any rights of the bank arising by reason of or with respect to nonpayment of principal or interest of any municipal securities;

(t) To provide for the rights and liabilities, powers and duties arising upon the breach of any covenant, condition or obligation and to prescribe the events of default and the terms and conditions upon which any or all of the bonds or other obligations of the bank shall become or may be declared due and payable before maturity and the terms and conditions upon which the declaration and its consequences may be waived or rescinded;

(u) To vest in a trustee or trustees within or without the state such property, rights, powers and duties of any trustee as the bank may determine, which may include any of the rights, powers and duties of any trustee appointed by the holders of any bonds and to limit or abrogate the right of the holders of any bonds of the bank to appoint a trustee under this chapter or limiting the rights, powers and duties of the trustee;

(v) To pay the costs or expenses incident to the enforcement of the bonds or of the resolution or of any covenant or agreement of the bank with the holders of its bonds;

(w) To agree with any corporate trustee which may be any trust company or bank having the powers of a trust company within or without the state, as to the pledging or assigning of any revenues or funds to which the bank has any rights or interest, and may further provide for such other rights and remedies exercisable by the trustee as may be proper for the protection of the holders of any bonds of the bank and not otherwise in violation of law, and which agreement may provide for the restriction of the rights of any individual holder of bonds of the bank;

(x) To appoint and to provide for the duties and obligations of a paying agent or paying agents, or such other fiduciaries as the resolution may provide within or without the state;

(y) To limit the rights of the holders of any bonds to enforce any pledge or covenant securing bonds;

(z) To fix, or agree to fix such asset coverage or other ratios with respect to the security of its bonds and notes as the bank may deem prudent or otherwise advisable; and

(aa) To make covenants other than and in addition to the covenants herein expressly authorized, of like or different character, and to make covenants to do or refrain from doing such things as may be necessary, or covenant and desirable, in order better to secure bonds or which, in the absolute discretion of the bank, will tend to make bonds more marketable, notwithstanding that the covenants or things may not be enumerated herein.

In the discretion of the bank, the bonds may be secured by a trust indenture by and between the bank and a corporate trustee. Such trust indenture may contain such provisions for protecting and enforcing the rights and remedies of the bondholders as may be reasonable and proper and not in violation of law, including covenants setting forth the duties of the bank in relation to the exercise of its corporate powers and the custody, safeguarding and application of all moneys. The bank may provide by such trust indenture for the payment of the proceeds of the bonds and revenues to the trustee under such trust indenture or other depository, and for the method of disbursement thereof with such safeguards and restrictions as it may determine. All expenses incurred in carrying out such trust indenture may be treated as a part of the operating expenses of the bank. If the bonds shall be secured by a trust indenture, the bondholders shall not have the right to appoint a separate trustee to represent them.

Bonds issued by the bank under Section 31-25-21(k) for the purposes provided in Section 31-25-20(g) shall be general obligations of the State of Mississippi, and for the payment thereof the full faith and credit of the State of Mississippi is irrevocably pledged. If the funds appropriated by the Legislature are insufficient to pay the principal of and the interest on such bonds as they become due, then the deficiency shall be paid by the State Treasurer from any funds in the State Treasury not otherwise appropriated. All such bonds shall contain recitals on their faces substantially covering the provisions of this paragraph.