University of Virginia Library

ATTACHMENT A

RESOLUTIONS FROM THE MEETING OF THE EXECUTIVE COMMITTEE
JUNE 28, 2005

MEETING OF THE EXECUTIVE COMMITTEE ON JUNE 28, 2005

• AMENDING AND AUTHORIZING COMMERCIAL PAPER GENERAL REVENUE PLEDGE NOTES AND AUTHORIZING GENERAL REVENUE PLEDGE BONDS

WHEREAS, Chapter 9, Title 23 of the Code of Virginia of 1950, as amended, establishes a public corporation under the name and style of The Rector and Visitors of the University of Virginia which is governed by a Board of Visitors; and

WHEREAS, Chapter 3, Title 23 of the Code of Virginia classifies the University of Virginia as an educational institution, declares it to be a public body and constitutes it a governmental instrumentality for the dissemination of education; and

WHEREAS, this Act empowers the University of Virginia, with the consent and approval of the General Assembly of the Commonwealth of Virginia and the Governor of the Commonwealth to build, construct, reconstruct, erect, extend, better, equip and improve any building, facility, addition, extension, or improvement of a capital nature required by or convenient for the purposes of the University of Virginia and to borrow money and make, issue, and sell bonds of the University of Virginia for any such purposes, including the refinancing of any such facilities; and

WHEREAS, this Act further authorizes the University of Virginia to pledge to the payment of the principal of and the interest on such bonds any monies available for the use of the University of Virginia including, but not limited to, and subject to guidelines promulgated by the Secretary of Finance of the Commonwealth of Virginia, monies appropriated to the University of Virginia from the general funds of the Commonwealth of Virginia or from non-general funds, without regard to the source of such monies, and which are not required by law or by previous binding contract to be devoted to some other purpose; and

WHEREAS, pursuant to a resolution adopted on June 11, 2005, by the Board of Visitors that the aggregate outstanding principal amount of the existing short-term commercial paper program at any time should not exceed $175,000,000; and

WHEREAS, pursuant to the same resolution adopted on June 11, 2005, the Board of Visitors determined to finance (i) the construction of a new 15,000-seat Arena and Special Events facility, (ii) the Hospital Expansion Project, which consists of an addition, renovation, fit-out of an additional floor and equipment

including an additional chiller, (iii) the construction of a new addition to the Health Science Center South Parking Garage, (iv) the acquisition of a clinics building at the Fontaine Research Park from the University of Virginia Foundation on behalf of the Medical Center; the construction and fit-out of additional space not provided by the University of Virginia Foundation; and purchase and installation of equipment; (v) the construction of a new building on behalf of the National Radio Astronomy Observatory, (vi) the construction of a new 120-bed residential dormitory facility at The University of Virginia’s College at Wise, (vii) the installation of environmental upgrades and the performance of other mandated maintenance work at the University of Virginia’s Main Heating Plant; (viii) the renovation to the existing Rouss Hall Building and the construction of additional space, and (ix) the refunding of all or a portion of the outstanding principal amount of the University of Virginia’s general revenue pledge bonds, Series 1998A; and

WHEREAS, the Board of Visitors anticipates that the bonds will be secured by a general revenue pledge of the University of Virginia and not be in any way a debt of the Commonwealth of Virginia and shall not create or constitute any indebtedness or obligation of the Commonwealth of Virginia, either legal, moral or otherwise; and

WHEREAS, for the purpose of providing funds to finance or refinance the acquisition, construction and equipping of these projects, the Executive Committee of the Board of Visitors, pursuant to the powers granted it under Section 23-75 of the Code of Virginia, has determined to adopt the attached Resolution (the “Series 2005 Resolution”) authorizing the issuance of general revenue pledge bonds of the University of Virginia as Series 2005 Bonds (the “Series 2005 Bonds”); and,

WHEREAS, for the purpose of providing funds to facilitate the short-term financing of capital projects, the Executive Committee of the Board of Visitors, pursuant to the powers granted it under Section 23-75 of the Code of Virginia, has determined to adopt a resolution (the “Commercial Paper Series 2003A and 2003B Resolution”) amending and authorizing the issuance of general revenue pledge notes of the University of Virginia as Commercial Paper Series 2003A and 2003B notes (the “Commercial Paper Series 2003A and 2003B Notes”).

RESOLVED, the Executive Committee, acting on behalf of the Board of Visitors of the University of Virginia, approves the following: The Series 2005 Resolution, and the Commercial Paper Series 2003A and 2003B Resolution.

• APPROVAL OF THE COMPLIANCE SCHEDULE

RESOLVED that the Compliance Schedule for the period July 1, 2005, through June 30, 2006, as presented by the Corporate Compliance Officer, is approved as recommended by the Audit & Compliance Committee.

• APPOINTMENT OF A. MACDONALD CAPUTO TO THE BOARD OF DIRECTORS OF THE UNIVERSITY OF VIRGINIA INVESTMENT MANAGEMENT COMPANY

RESOLVED that A. Macdonald Caputo of Greenwich, Connecticut, is appointed to the Board of Directors of the University of Virginia Investment Management Company. Mr. Caputo’s appointment is effective July 1, 2005, and he shall serve in this capacity until June 30, 2008.

• APPOINTMENT OF SAM D. GRAHAM, M.D., TO THE MEDICAL CENTER OPERATING BOARD

RESOLVED that Sam D. Graham, Jr., M.D., of Richmond is appointed a public, non-voting member of the Medical Center Operating Board, effective July 1, 2005. Dr. Graham’s term will expire on June 30, 2009.