9/9/2013 BOARD OF SELECTMEN Minutes

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VOTE of THE BOARD of SELECTMEN I, the Clerk of the Burd of Selectmen of the Town of 1 lashpee, Massachusetts, certify that at a meeting of the board held September 9, 201 , of which meeting all members of the hoard were duly notified and at which a quorum was present,the following'votes were . unanimously passed, all of which appear upon the official record ofthe board in any custody: Voted. to approve the sale of a$ ,193,660 1,00 percent General Obligation Bond Anticipation Mote (the "Note") of the Town dated September 16, 2013, and payable January 31, 2014, to TD Securities at par and accrued interest plus a premium of 316,256.16. Further voted: that in connection with the marketing and sale of the Notes, the preparation and distribution of a Notice of Sale and Preliminary Official Statement dated August 21, 2013, and a final Official Statement elated August 28, 2013, each in such. form ' as may be approved by the Town Treasurer, be and hereby are ratified, confirmed, approved and adopted. Further voted: that the Town Treasurer and the Board of Selectmen he, and herby are, authorized to execute and deliver a significant events disclosure undertaking in compliance with SEC Rule 15c2-12 in such form as may.he approved by bond counsel to the Town, which undertaking shall be incorporated by reference in the Dote for the benefit of the holders of the Note from time to time. Further voted: that we authorize and direct the Treasurer to establish post issuance federal tax compliance-procedures in such form as the Treasurer and bond counsel deem sufficient, or if such procedures are currently in place, to review and update said procedures, in order to monitor and maintain the tax-exempt status of the Notes. Further voted: that each member of the Board of Selectmen,the Ton Clerk and the Town Treasurer be and hereby are, authorized to take any and all such actions, and execute and deliver such certificates, receipts or ether documents as may be determined by there, or any of there, to be necessary or convenient to cam into effect ct tie provisions of the foregoing votes. I further certify that the votes were taken at a meeting open to the public, that no vote was taken-by secret ballot, that a notice stating the place, date, time and agenda for the meeting (which agenda included the adoption ofthe above votes) was filed with the Town Clerk and a copy thereof posted in a manner conspicuously visible to the pudic at all hours in or on the municipal building Haat the office of the Town Clerk is located or, if applicable, in accordance