2019 US Virgin Islands Code
Title 29 - Public Planning and Development
Chapter 20A - Caribbean Cultural Heritage Center and Park Act
§ 1055. Authority of the Corporation to issue bonds
(a) The Corporation shall have the power to issue bonds, notes, and other obligations, including refunding bonds at or before maturity, to finance, or assist in the financing of the Carifest Cultural Heritage Center, which obligations shall not constitute any obligation of the Government or the Public Finance Authority.
(b) The Corporation, by resolution of its board, may authorize the issuance of the bonds. The resolution may stipulate the terms of the Bonds, including the following:
(1) The date a Bond bears;
(2) The date a Bond matures and, if different, such other date on which a Bond may be paid;
(3) Whether Bonds are issued as serial bonds, term bonds or as a combination of the two;
(4) The denominations;
(5) The interest rate or rates, or variable rate or rates changing from time to time, as provided in or determined pursuant to authorization under the resolution; except that no such interest rate may exceed 14% per annum.
(6) The method and terms of sale;
(7) The method for payment;
(8) Security for the bonds;
(9) The terms of redemption;
(10) The establishment of reserves and debt service funds and the use of proceeds of the bonds for costs of issuance, capitalized interest and otherwise in accordance with this subtitle;
(11) The provision of fees and other charges and expenses including underwriters' discount related to the issuance of the bonds; and
(12) Any other terms which, in the opinion of the board or its advisors, may be necessary or desirable for the sale of the bonds.
(c) The resolution authorizing the issuance of the bonds shall include a statement as to whether the bonds are intended to be issued on a tax-exempt or taxable basis.
(d) The Corporation shall send a copy of the resolution authorizing the issuance of the bonds to the Legislature within three days of its adoption.
(e) The Board may delegate to any member of the Board the authority to prescribe the terms and conditions of the bonds, including those referred to in subsection (b) of this section.
(f) A pledge by the Corporation of contract rights, general intangibles, assets or revenues collected by or on behalf of the Corporation as security for the Bonds shall be valid and binding from the time the pledge is made. The contract rights, general intangibles, assets or revenues pledged shall immediately be subject to the lien of the pledge without physical delivery or further act, and the lien of any pledge shall be valid and binding against any person having a claim of any kind in tort, contract, or otherwise against the Corporation or the Government irrespective of whether the person has notice. Notwithstanding any law, the filing or recording of a resolution, trust, agreement, financing statement, continuation statement, or other instrument adopted or entered into by the Corporation in any public record is not required to perfect the lien against third parties.
(g)
(1) The bonds are special obligations of the Corporation. The Bonds shall not constitute an indebtedness of the Government or the PFA. The Bonds are not general obligations of the Government or the PFA and are not secured by a pledge of the full faith and credit of the Government or the PFA.
(2) The holders of the Bonds may not require the levy or imposition of taxes. The Corporation has no taxing power.
(3) The bonds shall contain on their face a statement containing all of the provisions of paragraphs (1) and (2) of this subsection.
(4) Nothing contained in the bonds, or in the related financing or closing documents, may create an obligation on the part of the Corporation or the Government or the PFA to make payments with respect to the bonds from sources other than the assets of the Corporation.
(h) Upon the issuance of the bonds, the authority to issue the bonds, the regularity thereof, the validity of any pledge or lien, and the validity and legality of the resolution authorizing the bonds and the proceedings so adopted shall be conclusively presumed.
(i) No official, employee, or agent of the Corporation, the Government or the PFA may be held personally liable solely because the bonds are issued. Members of the Board, while acting within the scope of their authority as members of the Corporation, shall not be subject to any personal or civil liability from the exercise of any of the Corporation's purposes, duties or responsibilities, unless the conduct of such member is determined by a court of competent jurisdiction to constitute willful wrongdoing or gross negligence.
(j) The signature of an officer of the Corporation that appears on the bonds, including bonds not yet issued or delivered, shall remain valid notwithstanding that the person has ceased to hold that office.
(k) The bonds shall be exempt as to principal and interest from taxation by the Government of the Virgin Islands.
(l) While the Bonds and other debts and lease obligations are outstanding, the Corporation shall, to the extent obtainable and at commercially reasonable rates, maintain adequate insurance coverage for the benefit of the Corporation, holders of the Bonds, the Government and the PFA, insuring against wind storms, errors and omissions by directors, officers and employees, and other risks for which insurance is customarily and reasonably obtained and maintained by institutions engaged in similar activities within the United States of America.
(m) As long as the Bonds are outstanding:
(1) The Corporation shall not dissolve or file a voluntary petition under any bankruptcy laws in effect from time to time or sell all, or substantially all, of its assets;
(2) No public officer, organization, entity, or other person may authorize the Corporation to be or become a debtor under any bankruptcy laws in effect from time to time; and
(3) The Corporation shall not take any action that materially and adversely affects the rights of the holders of the Bonds or other obligations issued by it.
