AS Title 37, Chapter 18: Alaska Tax Credit Certificate Bond Corporation

Chapter 18. Alaska Tax Credit Certificate Bond Corporation. Sec. 37.18.010. Alaska Tax Credit Certificate Bond Corporation. The Alaska Tax Credit Certificate Bond Corporation is established in the Department of Revenue. The corporation is a public corporation and government instrumentality managed by a board of directors. The purpose of the corporation is to finance under AS 43.55.028 (1) the purchase of (A) transferable tax credit certificates issued under AS 43.55.023 ; (B) production tax credit certificates issued under AS 43.55.025 ; and (2) the payment of refunds and payments claimed under AS 43.20.046 , 43.20.047, or 43.20.053. Sec. 37.18.020. Board of directors. The directors of the corporation are the commissioner of commerce, community, and economic development, the commissioner of administration, and the commissioner of revenue. If a director is absent or otherwise unable to act, the director's designee in the department shall act as a director of the corporation in the director's place. Sec. 37.18.030. Bond authorization; powers of the corporation. (a) The issuance and sale of bonds by the corporation is authorized as provided in this section for purposes of financing purchases, refunds, and payments under AS 43.55.028 and the costs of issuance and administration of the bonds. The net proceeds of the sale of the bonds remaining after payment of costs of issuance and administration may be disbursed to the commissioner of revenue for purchases, refunds, and payments under AS 43.55.028 . Accrued interest paid on the bonds shall be paid into the reserve fund. The corporation may not issue bonds, except for refunding bonds, after December 31, 2021. (b) The total unpaid principal amount of bonds, including refunding bonds, but excluding refunded bonds, issued by the corporation for the purposes of financing purchases, refunds, and payments under AS 43.55.028 may not exceed $1,000,000,000. (c) The bonds do not constitute a general obligation of the state and are not state debt within the meaning of art. IX, sec. 8, Constitution of the State of Alaska. Authorization by the legislature and ratification by qualified voters of the state is not required under art. IX, sec. 8, Constitution of the State of Alaska. (d) The corporation may enter into agreements with other state agencies as necessary or convenient to implement this chapter. (e) The corporation may contract for the services of underwriters, paying agents, trustees, escrow agents, bond printers, rating agencies, bond insurance, credit enhancement providers, accountants, financial advisors, disclosure counsel, and bond counsel, and other services as are necessary or desirable to accomplish the issuance and sale of bonds. Sec. 37.18.040. Reserve fund. (a) The corporation may establish and maintain a special fund called the Alaska Tax Credit Certificate Bond Corporation reserve fund. The reserve fund consists of (1) money appropriated to the reserve fund by the legislature for the purpose of the reserve fund in accordance with the provisions of (g) of this section; (2) proceeds of bonds required to be deposited in the fund by terms of a (A) contract between the corporation and its bondholders; or (B) resolution of the corporation with respect to the proceeds of bonds; (3) other money appropriated by the legislature to the reserve fund; and (4) other money of the corporation that it decides to deposit in the reserve fund. (b) Money in the reserve fund shall be held and applied solely to the payment of the interest on and principal of bonds of the corporation as the interest and principal become due and payable to the retirement of bonds, or for disbursement to the commissioner of revenue for purchases or payments under AS 43.55.028 . Money may not be withdrawn if a withdrawal would reduce the amount in the reserve fund to an amount less than the required debt service reserve except for payment of interest then due and payable on bonds and the principal of bonds then maturing and payable and for the retirement of bonds in accordance with the terms of a contract between the corporation and its bondholders and for which payments of other money of the corporation is not then available. (c) Money in the reserve fund in excess of the required debt service reserve, whether because of investment or otherwise, may be withdrawn at any time by the corporation for disbursement by the commissioner of revenue for purchases or payments under AS 43.55.028 or transferred to another fund or account of the corporation. (d) Money in the reserve fund may be invested in the same manner and on the same conditions as permitted for investment of funds belonging to the state or held in the treasury under AS 37.10.070 ; however, the corporation may agree with the bondholders to further limit those investments. (e) For purposes of valuation, investments in the reserve fund shall be valued at par or, if purchased at less than par, at cost unless otherwise provided by resolution of the corporation. Valuation on a particular date shall include the amount of interest then earned or accrued to that date on the money or investments in the reserve fund. (f) Notwithstanding any other provision of this chapter, the corporation may not issue bonds unless there is in the reserve fund the required debt service reserve for all bonds then issued and outstanding and for the bonds to be issued; however, the corporation may satisfy this requirement by depositing as much of the proceeds of the bonds to be issued, on their issuance, as is needed to meet the required debt service reserve or by funding the reserve fund with cash, a surety bond, letter of credit, or other instrument in the amount necessary to meet the required debt service reserve. The corporation may, at any time, issue its bonds or notes for the purpose of increasing the amount in the reserve fund to the required debt service reserve, or to meet whatever higher or additional reserve that may be fixed by the corporation with respect to the fund. (g) To ensure the maintenance of the required debt service reserve in the reserve fund, the legislature may appropriate annually to the corporation for deposit in the fund the sum, certified by the chair of the corporation to the governor and to the legislature, that is necessary to restore the fund to an amount equal to the required debt service reserve. The chair annually, before January 30, shall make and deliver to the governor and to the legislature a certificate stating the sum required to restore the fund to that amount, and the certified sum may be appropriated and paid to the corporation during the then current state fiscal year. Nothing in this subsection creates a debt or liability of the state. (h) All references to the reserve fund in this section include special accounts within the reserve fund that may be created by the corporation to secure the payment of particular bonds. (i) The commissioner of revenue may, subject to appropriation, lend surplus money in the general fund to the corporation for deposit to any account in the reserve fund in an amount equal to the required debt service reserve. The loans shall be made on the terms and conditions that may be agreed on by the commissioner of revenue and the corporation, including, without limitation, terms and conditions providing that the loans need not be repaid until the obligations of the corporation secured and to be secured by the account in the reserve fund are no longer outstanding. (j) In this section, “required debt service reserve” means, on the date of computation, the amount required to be on deposit in the reserve fund as provided by resolution of the corporation. Sec. 37.18.050. Bond terms. (a) The bonds may be issued and sold at public or negotiated sale in the manner, in the amounts or series, and at the time or times that the corporation determines the bonds, or each series of them, shall be sold at the price and on the terms, conditions, and covenants set by the corporation after considering market conditions. Interest rates may be fixed or variable. The corporation shall publish notice of an adopted resolution. (b) The bonds mature at the time or times fixed by the corporation. The bonds may be subject to redemption before their fixed maturities, as determined by the corporation, with or without a premium or premiums. The bonds may be in denominations determined by the corporation; may be issued in fully or partially registered form; must be payable as to principal and interest at the place or places determined by the corporation; must be signed in the manner provided by the corporation; and must be issued under and subject to the terms, conditions, covenants, and protective features safeguarding payment of the bonds as found necessary by the corporation. The corporation may, when necessary or desirable, enter into an agreement with a provider of credit enhancement to provide liquidity or security for the bonds, including bond insurance, letters of credit, surety bonds, or standby bond purchase agreements. (c) If the corporation finds it reasonably necessary, the corporation may select a trustee or trustees for the holders of the bonds, or any series of them, for the safeguarding and disbursement of any of the money in the bond reserve fund or for duties with respect to the enforcement, authentication, delivery, payment, and registration of the bonds as the corporation may determine. The corporation shall fix the rights, duties, powers, and obligations of the trustee or trustees. (d) In its determination of all matters and questions relating to the issuance and sale of the bonds and the fixing of their maturities, terms, conditions, and covenants as provided in (a) and (b) of this section, the decisions of the corporation shall be those that are reasonably necessary for the best interests of the state and its inhabitants and that will accomplish the most advantageous sale of the bonds. Decisions of the corporation, as expressed in a bond resolution, are final and are conclusively considered to comply with the requirements of this chapter. Sec. 37.18.060. Bond resolution. The corporation shall authorize the issuance of bonds by adopting a resolution and shall prepare all other documents and proceedings necessary for the issuance, sale, and delivery of the bonds or any part or series of them. The bond resolution must fix the principal amount, denominations, date, maturities, manner of sale, place or places of payment, rights of redemption, if any, terms, form, conditions, and covenants of the bonds or each series of them. The corporation shall publish notice of the adopted resolution. Sec. 37.18.070. Enforcement by bond owner. (a) The owner or owners of not less than 10 percent, or a higher percentage as specified in a bond resolution, of the aggregate principal amount of any series or issue of bonds or the trustee for the owners of the bonds or any series of them may, by appropriate proceedings in state court, require and compel the transfer, setting aside, and payment of money and the enforcement of all of the terms, conditions, and covenants as required and provided in this chapter, as appropriate, and the bond resolution. (b) A proceeding under (a) of this section may be commenced and conducted only in the Superior Court for the State of Alaska, First Judicial District at Juneau. Sec. 37.18.080. Purposes; limitation on issuance. The proceeds of bonds may be used for the purposes described in AS 37.18.030 , as appropriate. Bonds may not be issued unless the corporation first finds that the discount rate under AS 43.55.028 (m) exceeds the true interest cost to be paid on the bonds by at least 1.5 percent annually. Sec. 37.18.090. Refunding. (a) The corporation may refund the bonds or any part of them at or before their maturities or redemption dates by the issuance of refunding bonds of the corporation if, in the opinion of the corporation, refunding is advantageous to and in the best interest of the corporation, the state, and the state's inhabitants. (b) The issuance of refunding bonds need not be authorized by the legislature or ratified by qualified voters of the state, as required by art. IX, sec. 8, Constitution of the State of Alaska. The corporation shall adopt the resolution or resolutions and prepare all other documents and proceedings necessary for the issuance, exchange or sale, and delivery of the refunding bonds. All provisions of this chapter are applicable to the refunding bonds and to the issuance, sale, or exchange of them, except as otherwise provided in this section. (c) Refunding bonds may be issued in a principal amount sufficient to provide money for the advance or current refunding of all bonds to be refunded and interest on the refunded bonds and, in addition, for the payment of all costs of issuance and administration of the refunding bonds. Those expenses also include the difference in amount between the par value of the refunding bonds and any amount less than par for which the refunding bonds are sold; the premium, if any, necessary to be paid to call or retire the outstanding bonds and the interest accruing on them to the date of the call or retirement; and other of those costs. (d) The corporation may contract with a refunding trustee to hold the proceeds of refunding bonds in trust until the proceeds, together with earnings on the proceeds, are applied to pay the principal of, premium, if any, and interest on the bonds to be refunded. Until the refunding bond proceeds are applied, the proceeds may be invested in direct obligations of, or obligations guaranteed by, the United States or an agency or corporation of the United States whose obligations constitute direct obligations of, or obligations guaranteed by, the United States, or other obligations specified in a bond resolution. (e) The corporation is authorized to incur expenses to carry out this section. Sec. 37.18.100. Bonds as legal investments. The bonds are legal investments for all banks, trust companies, savings banks, savings and loan associations, and other persons carrying on a banking business, all insurance companies and other persons carrying on an insurance business, and all executors, administrators, trustees, and other fiduciaries. The bonds may be accepted as security for deposits of all money of the state and its political subdivisions. Sec. 37.18.110. Limitation on judicial action. A person may not bring a judicial action to contest the constitutionality or validity of this chapter or the constitutionality or validity of a bond issued and sold under this chapter unless the action is commenced in a court of the state of competent jurisdiction within 45 days after the corporation adopts a resolution under AS 37.18.060 authorizing the issuance of bonds. A person that fails to commence an action in the time provided under this section is barred from commencing an action to contest the constitutionality or validity of a bond issued and sold under this chapter. Sec. 37.18.170. Statutory construction. This chapter shall be liberally construed to carry out the purposes for which it was enacted. Sec. 37.18.180. Regulations. The corporation may adopt regulations necessary to implement the provisions of this chapter. Sec. 37.18.190. Definitions. In this chapter, (1) “bond resolution” means the resolution or resolutions adopted by the corporation under AS 37.18.060 authorizing the issuance of bonds; (2) “bonds” means the bonds authorized in this chapter; (3) “corporation” means the Alaska Tax Credit Certificate Bond Corporation created in AS 37.18.010 ; (4) “costs of issuance and administration” means all costs associated with issuance and administration of bonds and refunding bonds, including costs of bond printing, official statements, financial advisors, travel costs, rating agencies, bond insurance, letters and lines of credit for credit enhancement, underwriters, remarketing agents, legal services, paying agents, bonds registrars, bond and escrow trustees, arbitrage rebate, administrative costs, both direct and indirect, and all other costs; (5) “reserve fund” means the Alaska Tax Credit Certificate Bond Corporation reserve fund established in AS 37.18.040 .