HomeMy WebLinkAbout2022-12-06 Select Board Packet
Town of Reading
Meeting Posting with Agenda
This Agenda has been prepared in advance and represents a listing of topics that the chair reasonably anticipates will be discussed
at the meeting. However the agenda does not necessarily include all matters which may be taken up at this meeting.
Page | 1
2018-07-16 LAG
Board - Committee - Commission - Council:
Select Board
Date: 2022-12-06 Time: 7:00 PM
Building: Reading Town Hall Location: Select Board Meeting Room
Address: 16 Lowell Street Agenda: Revised
Purpose: General Business
Meeting Called By: Caitlin Nocella on behalf of Chair Mark Dockser
Notices and agendas are to be posted 48 hours in advance of the meetings excluding
Saturdays, Sundays and Legal Holidays. Please keep in mind the Town Clerk’s hours of
operation and make necessary arrangements to be sure your posting is made in an
adequate amount of time. A listing of topics that the chair reasonab ly anticipates will be
discussed at the meeting must be on the agenda.
All Meeting Postings must be submitted in typed format; handwritten notices will not be accepted.
Topics of Discussion:
This Meeting will be held in-person in the Select Board
Meeting Room at Town Hall and remotely on Zoom. It will
also be streamed live on RCTV as usual.
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7:00 Overview of Meeting
7:05 Public Comment
7:20 SB Liaison and Town Manager Reports
7:30 Discuss/Vote to Authorize Short Term Debt related to the
Auburn Water Tank
7:45 Discussion and vote on Winter/Holiday Season Display to
Celebrate Town’s Diversity on Town Common, including
Town of Reading
Meeting Posting with Agenda
This Agenda has been prepared in advance and represents a listing of topics that the chair reasonably anticipates will be discussed
at the meeting. However the agenda does not necessarily include all matters which may be taken up at this meeting.
Page | 2
the addition of other symbols to convey the Town's
message
8:15 ReCalc Final Survey Update
9:00 Director of Equity and Social Justice Update
9:45 Vote to Approve Annual Liquor License Renewals
10:00 Discuss future agendas
10:10 Approve meeting minutes
10:20
Discussion on the Purchase Real Property for Municipal
Use, including an Executive Session (Purpose 6) to
discuss the acquisition and value of 17 Harnden Street
Office of the Town Manager 781-942-9043
16 Lowell Street townmanager@ci.reading.ma.us
Reading, MA 01867 www.readingma.gov/town-manager
To: Select Board
From: Fidel A. Maltez
Date: December 1, 2022
RE: Town Manager Memo for December 5th, 2022 Meeting
November Town Meeting wrapped up last week and it was a success! We made tremendous progress on
items that had been discussed for many years: the Board of Health may be increasing to 5 members; the
Affordable Housing Trust Fund Board will be created; and most importantly, the Killam School Feasibility
Study was funded. Our staff is focused on meeting all MSBA deadlines for the initial eligibility period which
ends in February 2023.
Our work on the FY2024 budget continues. On December 7 and December 13, the Select Board will receive
presentations from Department Heads on their proposed budgets. November Town Meeting approved
changes to our non-union staff based on the recently completed pay & class study. Our FY2024 budget
will include the second and last changes to our non-union staff based on the pay & class study.
Finally, our staff is working on installing a Christmas Tree and a Menorah on the Town Common, as
directed by the Select Board on November 21st. In addition, the Town Counsel has provided the text for
the sign that will be placed on the common this holiday season.
The Select Board of the Town of Reading decided to place a Christmas Tree and a Menorah
on the Town Common this winter season to convey a message of acceptance and
inclusivity. The Select Board values the diversity of its residents and wishes to ensure that
all residents feel welcomed, recognized, and heard. These symbols stand here to show the
Town's support for all who choose to call Reading home. While both symbols have
religious significance in certain contexts, both symbols also communicate non-religious
(secular) messages. It is the non-religious message of acceptance and inclusivity that the
Select Board is communicating in this display. The Select Board wishes to make clear that
the Town does not intend for this display to advance, promote, endorse, or otherwise
support religion of any form or kind. By displaying these cultural symbols, the Select
Board endorses the season’s message of Peace on Earth and Goodwill to All, a message
that the Board hopes is embraced by all our residents.
FAM
Certificate of Award
I, the Treasurer of the Town of Reading, Massachusetts, hereby award the $2,000,000
General Obligation Bond Anticipation Notes dated December 15, 2022 (the “Notes”) to the
bidder or bidders submitting the bid or bids attached hereto in accordance with the terms set forth
in the attached bid or bids and in the Notice of Sale dated November 22, 2022, relating to the
Notes, subject to the approval of this award by the Select Board.
Date: November 29, 2022 __________________________
Treasurer
VOTE OF THE SELECT BOARD
I, the Clerk of the Select Board of the Town of Reading, Massachusetts, certify that at a
meeting of the board held December 6, 2022, of which meeting all members of the board were
duly notified and at which a quorum was present, the following votes were unanimously passed,
all of which appear upon the official record of the board in my custody:
Voted: to approve the sale of a $2,000,000 3.50 percent General Obligation Bond
Anticipation Notes (the “Notes”) of the Town dated December 15, 2022, and payable
August 10, 2023, to Piper Sandler & Co. at par and accrued interest, if any, plus a
premium of $3,360.00.
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
November 22, 2022, and a final Official Statement dated November 29, 2022, 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 Select Board be, and hereby are,
authorized to execute and deliver a significant events disclosure undertaking in
compliance with SEC Rule 15c2-12 in such form as may be approved by bond counsel to
the Town, which undertaking shall be incorporated by reference in the Notes for the
benefit of the holders of the Notes from time to time.
Further Voted: that we authorize and direct the Town Treasurer to establish post
issuance federal tax compliance procedures and continuing disclosure procedures in such
forms as the Town 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 and to comply with relevant securities laws.
Further Voted: that any certificates or documents relating to the Notes
(collectively, the “Documents”), may be executed in several counterparts, each of which
shall be regarded as an original and all of which shall constitute one and the same
document; delivery of an executed counterpart of a signature page to a Document by
electronic mail in a “.pdf” file or by other electronic transmission shall be as effective as
delivery of a manually executed counterpart signature page to such Document; and
electronic signatures on any of the Documents shall be deemed original signatures for the
purposes of the Documents and all matters relating thereto, having the same legal effect
as original signatures.
Further Voted: that each member of the Select Board, the Town 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 other documents as may be determined
by them, or any of them, to be necessary or convenient to carry into effect the provisions
of the foregoing votes.
130707551v.3
2
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 of the above votes) was filed with the Town Clerk and a
copy thereof posted in a manner conspicuously visible to the public at all hours in or on the
municipal building that the office of the Town Clerk is located or, if applicable, in accordance
with an alternative method of notice prescribed or approved by the Attorney General as set forth
in 940 CMR 29.03(2)(b), at least 48 hours, not including Saturdays, Sundays and legal holidays,
prior to the time of the meeting and remained so posted at the time of the meeting, that no
deliberations or decision in connection with the sale of the Notes were taken in executive
session, all in accordance with G.L. c.30A, §§18-25 as amended.
Dated: December 6, 2022 _______________________________
Clerk of the Select Board
MUNICIPAL PURPOSE LOANTown of Reading, Massachusetts$2,000,000General Obligation Bond Anticipation NotesSale Date: 11/29/2022Dated Date: 12/15/2022Delivery Date: 12/15/2022Due Date: 8/10/2023Bank Qualification: Yes Bonds, Grants, Renewal New Total OriginalVote Amount Previous and/or This This This Balance Issue Prorata ProrataPurposeDate(s)ReferenceAuthorizedIssuesPaydownsIssueIssueIssueUnissuedDateInterestPremiumAuburn Water Tank Replacement 10/25/2021 Ch. 44, s. 8(4) $2,000,000 $2,000,000 $0 $2,000,000 $0 $2,000,000 $012/16/2021$45,694.44 $3,360.00Totals$2,000,000 $2,000,000 $0 $2,000,000 $0 $2,000,000 $0 $45,694.44 $3,360.00Hilltop Securities Inc.FA: Peter Frazier11/29/2022269736_1.xlsx
(Please Note: The following certificate is an essential part of the permanent record and
creates ongoing obligations of the Issuer. Please read it carefully before signing. Advise Locke
Lord LLP of any inaccuracy.)
SIGNIFICANT EVENTS DISCLOSURE CERTIFICATE
This Significant Events Disclosure Certificate (the “Disclosure Certificate”) is executed
and delivered by the Town of Reading, Massachusetts (the “Issuer”) in connection with the
issuance of $2,000,000 General Obligation Bond Anticipation Notes dated December 15, 2022
(the “Notes”). The Issuer covenants and agrees as follows:
SECTION 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being
executed and delivered by the Issuer for the benefit of the Owners of the Notes and in order to
assist the Participating Underwriter in complying with the Rule.
SECTION 2. Definitions. For purposes of this Disclosure Certificate the following
capitalized terms shall have the following meanings:
“Listed Events” shall mean any of the events listed in Section 3(a) of this Disclosure
Certificate.
“MSRB” shall mean the Municipal Securities Rulemaking Board as established pursuant
to Section 15B(b)(1) of the Securities Exchange Act of 1934, or any successor thereto or to the
functions of the MSRB contemplated by this Disclosure Certificate. Filing information relating
to the MSRB is set forth in Exhibit A attached hereto.
“Obligated Person” shall mean the Issuer.
“Owners of the Notes” shall mean the registered owners, including beneficial owners, of
the Notes.
“Participating Underwriter” shall mean any of the original underwriters of the Notes
required to comply with the Rule in connection with offering of the Notes.
“Rule” shall mean Rule 15c2-12 adopted by the Securities and Exchange Commission
under the Securities Exchange Act of 1934, as the same may be amended from time to time.
SECTION 3. Reporting of Significant Events.
(a) The Issuer shall give notice, in accordance with the provisions of this Section 3, of
the occurrence of any of the following events with respect to the Notes:
1. Principal and interest payment delinquencies.
2. Non-payment related defaults, if material.
3. Unscheduled draws on debt service reserves reflecting financial difficulties.
2
4. Unscheduled draws on credit enhancements reflecting financial difficulties.
5. Substitution of credit or liquidity providers, or their failure to perform.
6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or
final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other
material notices or determinations with respect to the tax status of the Notes, or other material
events affecting the tax status of the Notes.
7. Modifications to rights of the Owners of the Notes, if material.
8. Bond calls, if material, and tender offers.
9. Defeasances.
10. Release, substitution or sale of property securing repayment of the Notes, if
material.
11. Rating changes.
12. Bankruptcy, insolvency, receivership or similar event of the Obligated Person.*
13. The consummation of a merger, consolidation, or acquisition involving an
Obligated Person or the sale of all or substantially all of the assets of the Obligated Person, other
than in the ordinary course of business, the entry into a definitive agreement to undertake such an
action or the termination of a definitive agreement relating to any such actions, other than pursuant
to its terms, if material.
14. Appointment of a successor or additional trustee or the change of name of a trustee,
if material.
15. Incurrence of a financial obligation of the Obligated Person, if material, or
agreement to covenants, events of default, remedies, priority rights, or other similar terms of a
financial obligation of the Obligated Person, any of which affect Owners of the Notes, if material.†
* As noted in the Rule, this event is considered to occur when any of the following occur: (i) the appointment of a
receiver, fiscal agent or similar officer for an Obligated Person in a proceeding under the U.S. Bankruptcy Code or
in any proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction
over substantially all of the assets or business of Obligated Person, or if such jurisdiction has been assumed by
leaving the existing governing body and officials or officers in possession but subject to the supervision and orders
of a court or governmental authority, or (ii) the entry of an order confirming a plan of reorganization, arrangement or
liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets
or business of the Obligated Person.
† For purposes of event numbers 15 and 16 in Section 3(a) of this Disclosure Certificate , the term “financial
obligation” means a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as
security or a source of payment for, an existing or planned debt obligation; or (iii) guarantee of (i) or (ii). The term
“financial obligation” excludes municipal securities for which a final official statement has been provided to the
MSRB consistent with the Rule.
(Please Note: The following statements are an essential part of the permanent bond
record. Read them carefully before signing this certificate. Advise Locke Lord LLP of any
inaccuracy.)
TAX CERTIFICATE
This Tax Certificate is executed and delivered by the Town of Reading, Massachusetts
(“Issuer”), in connection with the issuance of $2,000,000 stated principal amount of its General
Obligation Bond Anticipation Notes dated the Issue Date (“Issue”). The Issue is issued pursuant
to Votes duly adopted by the Issuer and the Massachusetts General Laws. Pursuant to Reg §§
1.141-2(d)(1) and 1.148-2(b)(2)(i), the Issuer certifies, covenants, warrants and represents as
follows in connection with the issuance of the Issue:
ARTICLE I. IN GENERAL
1.1 Delivery of the Notes of the Issue. On the Issue Date, in exchange for receipt of
good funds, the Issuer is delivering the notes of the Issue to the Successful Bidder, for resale to
the Public.
1.2 Purpose of Tax Certificate. The Issuer is delivering this Tax Certificate to Bond
Counsel, with the understanding that Bond Counsel will rely in part upon this Tax Certificate in
rendering its opinion that interest on the Issue is excluded from gross income for federal income
tax purposes under Section 103 and its opinion that the notes of the Issue are “qualified tax-
exempt obligations” within the meaning of Section 265(b)(3).
1.3 Definitions and References. All capitalized terms used in this Tax Certificate
include either the singular or the plural. All terms used in this Tax Certificate, inclu ding terms
specifically defined, shall be interpreted in a manner consistent with Sections 103 and 141 -150
and the applicable Regulations thereunder except as otherwise specified. Capitalized terms used
and not otherwise defined herein and in the exhibits hereto and in the schedules and attachments
to those exhibits shall have the respective meanings set forth in Appendix A and Appendix B
hereto. Reference to a Section means a section of the Code. Reference by number only (for
example, “2.10”) means that numbered paragraph of this Tax Certificate.
1.4 Purpose of Financing. The Issue is being issued to provide funds (i) to refund on
a current basis the Refunded Notes, which were originally issued to finance and/or refinance the
capital costs of certain municipal projects as more fully described in the Signature Certificate,
including the payment of Capitalized Interest, if any (“Projects”), and Funded Interest, if any,
and (ii) to pay Issuance Costs and other common costs of the Issue.
1.5 Single Issue. The notes of the Issue were sold to the Successful Bidder on the
Sale Date. No other governmental obligations of the Issuer which are exp ected to be paid out of
substantially the same source of funds as the Issue have been or will be sold less than 15 days
apart from the Sale Date pursuant to the same plan of financing as the Issue.
130779743v.2
2
1.6 Reliance. With respect to certain matters contained in this Tax Certificate, the
Issuer specifically relies upon the certifications of the Successful Bidder set forth in Exhibit A,
the certifications of the Municipal Advisor set forth in Exhibit B, and upon the certifications set
forth in the other exhibits attached hereto or as otherwise described herein. The Issuer is not
aware of any facts or circumstances that would cause it to question the accuracy or
reasonableness of any representation made in this Tax Certificate including the exhibits hereto.
ARTICLE II. GENERAL TAX LIMITATIONS
2.1 Application of Sale Proceeds and Certain Other Moneys. On the Issue Date,
the Sale Proceeds, $2,005,760.00, less an underwriter’s discount of $2,400.00, will be deposited
to the General Fund and applied as follows:
Payment of Refunded Notes $2,000,000.00
Issuance Costs 3,360.00
TOTAL: $2,003,360.00
Investment Proceeds earned on the amounts in the General Fund will be commingled
with substantial tax and other revenues of the Issuer, and are expected to be expended for
operating or other expenses of the Issuer within six months after deposit of the Investment
Proceeds therein. Pursuant to Reg § 1.148-6(d)(6), all such Investment Proceeds will be treated
as expended when so commingled.
2.2 Governmental Bond Status. Absent an Opinion of Bond Counsel, the Issuer
will not loan more than 5% of the Proceeds to one or more Nongovernmental Persons. Absent
an Opinion of Bond Counsel, the Issuer has not allowed and will not allow more than 10% of the
Proceeds, any of the Prior Issues, or the Projects to be used directly or indirectly by any
Nongovernmental Person in any trade or business, other than as a member of the general public,
and has not allowed and will not allow more than 5% of the Proceeds, any of the Prior Issues, or
the Projects to be so used to the extent such use is unrelated or disproportionate to the
governmental uses thereof. Absent an Opinion of Bond Counsel, for purposes of this 2.2, a
Nongovernmental Person will be treated as “using” Proceeds, proceeds of the Prior Issues or the
Projects to the extent the Nongovernmental Person:
(i) borrows Proceeds of the Issue or any Prior Issues;
(ii) uses any portion of the Projects as owner, lessee, service provider, operator, or
manager;
(iii) acquires the output of the Projects; or
(iv) enters into any other arrangement that provides a special legal entitlement or
special economic benefit to a Nongovernmental Person.
As of the Issue Date, the Issuer certifies that there are no contracts or other arrangements
for any such use of any component of the Projects by any party other than a Governmental Unit.
3
After the Issue Date, the Issuer intends to lease a portion of the Projects to certain cellular service
providers (the “Contracts”). Absent an Opinion of Bond Counsel, the Issuer will not enter into
any other contract or arrangement after the Issue Date for any such use of any component of the
Projects by any party other than a Governmental Unit.
2.3 Qualified Equity. The Issuer reasonably expects that a portion of the cost of the
Projects being financed and/or refinanced in part with the Sale Proceeds may be paid from
Qualified Equity. In this regard, the Issuer has applied or will apply $500,000 of its water
reserves to pay a portion of the water tank project being refinanced in part with Sale Proceeds.
The Issuer intends that the undivided portion or portions of the Projects paid with Qualified
Equity may be used for Private Business Use without restriction, including any use pursuant to
the Contracts. Qualified Equity will be allocated to any Private Business Use of the Projects
before any Proceeds are allocated to any such Private Business Use. To the extent that Priv ate
Business Use of the Projects ever exceeds the applicable limitation under the “private business
tests” imposed pursuant to Section 141(b), the Issuer hereby allocates Qualified Equity to the
Projects. In addition, the Issuer reserves the right to allocate this Qualified Equity to the Projects
if and as needed in the future.
2.4 Change in Use. The Issuer reasonably expects to use all Proceeds and all
facilities that are financed and refinanced therewith as set forth in 2.2 for the entire stated term to
maturity of the Issue. Absent an Opinion of Bond Counsel, the Issuer in fact will use all
Proceeds and each facility financed and refinanced therewith as set forth in 2.2.
2.5 Registered Form. The notes of the Issue are being issued in registered form.
2.6 Federal Guarantee. The Issuer will not directly or indirectly use or permit the
use of any Proceeds or any other funds of the Issuer or any Related Party or take or omit to take
any action that would cause the notes of the Issue to be obligations that are “federally
guaranteed.” In furtherance of this covenant, the Issuer will not allow the payment of principal
or interest with respect to the Issue to be guaranteed (directly or indirectly) in whole or in part by
the United States or any agency or instrumentality thereof. Except as provided in the next
sentence, the Issuer will not use 5% or more of the Proceeds to make or finance loans the
payment of principal or interest with respect to which is guaranteed in whole or in part by the
United States or any agency or instrumentality thereof, nor will it invest 5% or more of the
Proceeds in federally insured deposits or accounts. The preceding sentence shall not apply to (i)
investments in the portions of the General Fund described in 3.5 and 3.6 during the temporary
period described therein, (ii) investments in the Bona Fide Debt Service Fund, and (iii)
investments in obligations issued by the United States Department of Treasury.
2.7 Information Reporting. The Issuer will cause a properly completed and
executed IRS Form 8038-G to be filed with respect to the Issue no later than the 15th day of the
second month of the calendar quarter immediately following the calendar quarter of the Issue
Date.
2.8 Current Refunding. The Issuer will use Sale Proceeds in the amount of
$2,000,000.00 to pay the Refunded Notes on the Issue Date of the Issue. Proceeds will not be
Registered Registered
Number 1 $2,000,000
United States of America
The Commonwealth of Massachusetts
TOWN OF READING
GENERAL OBLIGATION
BOND ANTICIPATION NOTE
Interest Maturity Registration and
Rate Date Original Issue Date CUSIP
3.50% August 10, 2023 December 15, 2022 755417 G55
PRINCIPAL AMOUNT: TWO MILLION DOLLARS
REGISTERED OWNER: CEDE & CO.
REGISTRAR AND
PAYING AGENT: U.S. BANK TRUST COMPANY, NATIONAL
ASSOCIATION
The Town of Reading, Massachusetts (the “Town”) for value received,
promises to pay to the Registered Owner of this note or registered assigns the
Principal Amount specified above in lawful money of the United States of
America on the Maturity Date upon presentation and surrender hereof, with
interest (calculated on the basis of a 30-day month and a 360-day year) at the
Interest Rate per annum, payable on the Maturity Date. This note will bear
interest from the Original Issue Date.
This note certificate is the only instrument representing an issue of
$2,000,000 aggregate principal amount of notes issued by the Town pursuant to
Chapter 44 of the General Laws as amended in anticipation of bonds authorized
for water purposes.
The notes are general obligations of the Town and the full faith and credit
of the Town is pledged for the payment of principal of and interest on the notes as
the same shall become due.
The notes are being issued by means of a book entry system, with a note
certificate immobilized at The Depository Trust Company, New York, New York
(“DTC”) evidencing ownership of the notes in principal amounts of $1,000 or
integral multiples thereof, and with transfers of beneficial ownership effected on
the records of DTC and its participants pursuant to rules and procedures
established by DTC. Note certificates are not available for distribution to the
public. The principal of and interest on this note are payable by U.S. Bank Trust
Company, National Association, or its successor as paying agent (the “Paying
Agent”) for the Town, in immediately available funds to the Registered Owner of
this note, as nominee of DTC. Transfer of principal and interest payments to
participants of DTC is the responsibility of DTC; transfer of principal and interest
payments to beneficial owners by participants of DTC will be the responsibility of
such participants and other nominees of beneficial owners. The Town is not
responsible or liable for maintaining, supervising or reviewing the records
maintained by DTC, its participants or persons acting through such participants.
Unless this note certificate is presented by an authorized representative of
The Depository Trust Company to the Paying Agent for registration of transfer,
exchange or payment, and any note certificate issued is registered in the name of
Cede & Co. or such other name as requested by an authorized representative of
The Depository Trust Company and any payment is made to Cede & Co., ANY
TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered
owner hereof, Cede & Co., has an interest herein.
In the event that (a) DTC determines not to continue to act as securities
depository for the notes or (b) the Town determines that continuation of the book
entry system of evidence and transfer of ownership would adversely affect the
interests of the beneficial owners of the notes, the Town will discontinue the book
entry system with DTC. If the Town fails to identify another qualified securities
depository to replace DTC, the Paying Agent will authenticate and deliver
replacement notes in the form of fully registered certificates.
This note is transferable only upon the registration books kept by the
Paying Agent as registrar, but only in a manner which will maintain
immobilization of note certificates at one or more securities depositories. This
note may not be transferred or exchanged in a manner which would involve the
delivery of note certificates to the beneficial owners unless the book entry system
has been discontinued by the Town in accordance with the terms of this note, in
which case replacement notes may be issued in accordance with law and such
procedures as the Town shall deem appropriate.
The Town hereby covenants that it will take all lawful action necessary to
comply with all requirements of the Internal Revenue Code of 1986, as amended,
that must be satisfied subsequent to the issuance of the notes in order that interest
on the notes be and continue to be excluded from gross income for federal income
tax purposes and it will refrain from taking any action that would cause interest on
the notes to become included in gross income for federal income tax purposes.
In connection with the offering of the notes the Town has executed a
Significant Events Disclosure Certificate dated as of the date hereof (as it may be
amended from time to time, the “Certificate”). The Town hereby covenants to
comply with the provisions of the Certificate, and reference is made to the
Certificate for a description of the nature and extent of the obligations of the
Town and the rights of the owners of the notes under the Certificate. The
Certificate is described in the Official Statement relating to the notes. A copy of
the Certificate is available from the Town upon request.
TOWN OF READING,
MASSACHUSETTS
By:
Treasurer
Countersigned:
Select Board
(Town Seal)
LEGAL OPINION
The following opinion is based on facts and the law existing on the date of original
delivery of the notes described therein.
LOCKE LORD LLP
111 Huntington Avenue
Boston, Massachusetts
Diane Morabito, Treasurer
Town of Reading
Reading, Massachusetts
$2,000,000
Town of Reading, Massachusetts
General Obligation Bond Anticipation Notes
We have acted as bond counsel to the Town of Reading, Massachusetts (the “Town”) in
connection with the issuance by the Town of the above-referenced notes (the “Notes”) dated
December 15, 2022 and payable August 10, 2023. In such capacity, we have examined the law
and such certified proceedings and other papers as we have deemed necessary to render this
opinion.
As to questions of fact material to our opinion we have relied upon representations and
covenants of the Town contained in the certified proceedings and other certifications of public
officials furnished to us, without undertaking to verify the same by independent investigation.
Based on our examination, we are of the opinion, under existing law, as follows:
1. The Notes are valid and binding general obligations of the Town and, except to
the extent they are paid from the proceeds of the bonds in anticipation of which they are issued
or from any other available moneys, the principal of and interest on the Notes are payable from
taxes which may be levied upon all taxable property in the Town, subject to the limit imposed by
Chapter 59, Section 21C of the General Laws.
2. Interest on the Notes is excluded from the gross income of the owners of the
Notes for federal income tax purposes. In addition, interest on the Notes is not a specific
preference item for purposes of the federal individual alternative minimum tax. For tax years
beginning after December 31, 2022, however, interest on the Notes will be included in the
“adjusted financial statement income” of certain corporations that are subject to the alternative
minimum tax under Section 55 of the Internal Revenue Code of 1986 (the “Code”). In rendering
the opinions set forth in this paragraph, we have assumed compliance by the Town with all
requirements of the Code that must be satisfied subsequent to the issuance of the Notes in order
that interest thereon be, and continue to be, excluded from gross income for federal income tax
purposes. The Town has covenanted to comply with all such requirements. Failure by the Town
to comply with certain of such requirements may cause interest on the Notes to become included
in gross income for federal income tax purposes retroactive to the date of issuance of the Notes.
Except as expressed in paragraph 4 below, we express no opinion regarding any other federal tax
consequences arising with respect to the Notes.
3. Interest on the Notes is exempt from Massachusetts personal income taxes and the
Notes are exempt from Massachusetts personal property taxes. We express no opinion regarding
any other Massachusetts tax consequences arising with respect to the Notes or any tax
consequences arising with respect to the Notes under the laws of any state other than
Massachusetts.
4. The Notes are qualified tax-exempt obligations within the meaning of Section
265(b)(3) of the Code.
This opinion is expressed as of the date hereof, and we neither assume nor undertake any
obligation to update, revise, supplement or restate this opinion to reflect any action taken or
omitted, or any facts or circumstances or changes in law or in the interpretation thereof, that may
hereafter arise or occur, or for any other reason.
The rights of the holders of the Notes and the enforceability of the Notes may be subject to
bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’
rights heretofore or hereafter enacted to the extent constitutionally applicable, and their
enforcement may also be subject to the exercise of judicial discretion in appropriate cases.
/S/ LOCKE LORD LLP
130707912v.2
4
used directly or indirectly to make principal, interest or redemption premium payments with
respect to any governmental obligation other than the Refunded Notes and, to the extent
described in 2.1, the Issue.
2.9 Unexpended Proceeds. No Proceeds of the Refunded Notes remain unspent as
of the Issue Date of the Issue other than the amount of $1,000,000.00, which is currently being
held by the Issuer in the General Fund pending its expenditure on costs of the Refinanced
Projects. The Issuer acknowledges that upon the retirement of the Refunded Notes, such amount
will cease to be treated as Proceeds of the Refunded Notes and will instead be treated (together
with the allocable earnings from the investment and reinvestment thereof), to the extent provided
in Reg § 1.148-9(b), as Transferred Proceeds. The Issuer reasonably expects that such
Transferred Proceeds, together with all Investment Proceeds thereon, will be fully expended on
the date which is within 3 years of the date of issuance of the applicable Original Issues.
2.10 No Pooling. The Issuer will not use any Proceeds directly or indirectly to make
or finance loans to two or more ultimate borrowers.
2.11 No Hedge Bonds. As of the respective issue dates of each issue comprising the
Original Issues, the Issuer reasonably expected to expend more than 85% of the Net Sale
Proceeds of each such issue within three years of original issuance for the governmental
purposes of such Original Issues. Not more than 50% of the Proceeds of each such issue was
invested at a substantially guaranteed yield for four years or more.
2.12 Useful Life. The weighted average maturity of the Issue is 0.653 years, which
does not exceed 120% of the remaining average reasonably expected economic life of the assets
comprising the Projects.
ARTICLE III. ARBITRAGE GENERAL
3.1 Reasonable Expectations. This Article III states the Issuer’s reasonable
expectations with respect to the amounts and uses of Proceeds and certain other moneys.
3.2 Issue Price of the Issue. On the Issue Date, the Issuer is delivering the notes of
the Issue to the Successful Bidder in exchange for an aggregate payment of $2,003,360.00
(which represents the total amount of Sale Proceeds, $2,005,760.00, less an underwriter’s
discount of $2,400.00). As reflected in Exhibit B, the Municipal Advisor has certified that the
competitive sale requirements (as defined in the Notice of Sale) were met with respect to the
notes of the Issue. Accordingly, based on the advice of the Successful Bidder as set forth in
Exhibit A, the Issue Price of the Issue is $2,005,760.00, which is the reasonably expected initial
offering price to the Public for the notes of the Issue.
3.3 Funds and Accounts. The Issuer will use certain portions of its General Fund (or
accounts or subaccounts within the General Fund) to hold certain of the Proceeds, as more
particularly described in this Article III. The Issuer does not expect that either it or any other
Person benefiting from the issuance of the Issue will use any moneys in any fund or account
other than the Bona Fide Debt Service Fund to pay debt service on the Issue; nor is any other
5
fund or account so pledged as security for the Issue that there is a reasonable assurance that
amounts held in such other fund or account will be available if needed to pay debt service on the
Issue.
3.4 Bona Fide Debt Service Fund.
3.4.1 Payment of the Issue. The notes of the Issue are general obligations of
the Issuer payable from revenues available therefor pursuant to the Massachusetts General Laws
and, when and as applicable, Sale Proceeds, Investment Proceeds, and the Proceeds of Refunding
Obligations.
3.4.2 Revenues. Except for the debt service to be paid from a portion of the
Sale Proceeds, Investment Proceeds, and the Proceeds of Refunding Obligations, each when and
as applicable, payments of debt service on the Issue are expected to be derived from current
revenues of the Issuer and current revenues are expected to equal or exceed such amount of debt
service on the Issue during the payment period.
3.4.3 Match Between Revenues and Debt Service. The portions of the
Issuer’s General Fund that are reasonably expected to be used to pay debt service on the Issue
(such portions of the Issuer’s General Fund being referred to herein as the “Debt Service Fund”)
will be allocated to the payment of debt service on the Issue on a “first in, first out” (FiFo) basis.
Accordingly, the Debt Service Fund will be used primarily to achieve a proper matching of
revenues and debt service within the Bond Year. Amounts in the Debt Service Fund will be
invested without regard to yield.
3.5 90-Day Temporary Period. As reflected in 2.1 and 2.8, (i) a portion of Sale
Proceeds in the amount of $2,000,000.00 will be deposited in the General Fund and used to retire
the Refunded Notes on the Issue Date of the Issue and (ii) a portion of Sale Proceeds in the
amount of $3,360.00 will be deposited to the General Fund pending its expenditure for Issuance
Costs. Such portions of the Sale Proceeds may be invested without regard to yield during the
period that ends 90 days after the Issue Date of the Issue.
3.6 Transferred Proceeds. As reflected in part in 2.9 and Exhibit C (with respect to
the Proceeds of the Original Issues used to pay costs of the Projects), as of the respective issue
date of each issue comprising the Original Issues, the Issuer reasonably expected that at least
85% of the Proceeds of the Original Issues would be expended within three years of such d ate.
Within six months after such date, the Issuer had incurred a binding obligation to one or more
unrelated parties involving expenditures aggregating not less than 5% of the Proceeds of the
Original Issues. Completion of the Projects and allocations of Proceeds of the Original Issues
and Transferred Proceeds to costs of the Refinanced Projects has proceeded and will proceed
with due diligence. Transferred Proceeds will be invested in the General Fund without regard to
yield through the third anniversary of the date on which the applicable Original Issues were
issued. To the extent any Transferred Proceeds remain unspent after the third anniversary of the
respective dates of issuance of the applicable Original Issues, the Issuer will invest such unspent
amounts in accordance with 4.3 or will make Yield Reduction Payments or cause such payments
to be made to the extent necessary pursuant to Reg § 1.148-5(c) in order to ensure that the
6
Transferred Proceeds in fact are treated as invested at a yield not exceeding the yield on the
Issue.
3.7 No Overissuance. Taking into account anticipated Investment Proceeds, the Sale
Proceeds do not exceed the amount necessary to pay (i) the Refunded Notes, (ii) Funded Interest,
if applicable, and (iii) Issuance Costs and other common costs of the Issue.
3.8 No Other Replacement Proceeds. Neither the Issuer nor any Related Party will
use any Gross Proceeds directly or indirectly to replace funds of the Issuer or any Related Party,
which funds are or will be used directly or indirectly to acquire Investment Property reasonably
expected to produce a yield that is materially higher than the Yield on the Issue.
3.9 No Expected Sale. It is not expected that the Projects or any part thereof
financed and/or refinanced in whole or in part by the Issue will be sold or otherwise disposed of
before August 10, 2023, the scheduled final maturity date of the Issue, except for minor portions
due to normal wear or obsolescence.
ARTICLE IV. ARBITRAGE - YIELD AND YIELD RESTRICTION
4.1 Yield. The Yield on the Issue, adjusted as may be required for substantial
original issue premium or discount, has been calculated by the Municipal Advisor to be
3.0429755%, as reflected in Exhibit B.
4.2 No Qualified Hedges. No Qualified Hedge has been, and (absent an Opinion of
Bond Counsel) no Qualified Hedge will be, entered into such that failure to take the Qualified
Hedge into account would distort the Yield on the Issue or otherwise would fail clearly to reflect
the economic substance of the transaction.
4.3 Yield Restriction. Absent an Opinion of Bond Counsel, if the sum of (A) any
Proceeds allocable to the payment of the Projects held in the General Fund after the third
anniversary of the Issue Date, or, if applicable, the Issue Date of any Original Issue, plus (B) any
amounts held in the Bona Fide Debt Service Fund and remaining unexpended after 13 months
from the date of accumulation in such fund (excluding any amounts held for Capitalized Interest
and Funded Interest), plus, if applicable, (C) any Proceeds allocable to the retirement of any
Refunded Bonds and Refunded Notes held in the General Fund after 90 days from the Issue
Date, plus, if applicable, (D) any Transferred Proceeds held in the General Fund after the third
anniversary of any Original Issue, plus (E) any Proceeds held in the Issuer’s General Fund to pay
Issuance Costs after 90 days from the Issue Date, at any time in the aggregate exceeds $100,000,
the excess will be invested as follows: (i) in Investment Property with a yield not exceeding the
Yield on the Issue, or such other issue of Tax-Exempt Bonds to which such amounts are then
allocated as proceeds, (ii) in assets that are not treated as Investment Property (e.g., Tax-Exempt
Bonds), or (iii) in assets that satisfy the requirements for Yield Reduction Payments.
7
ARTICLE V. REBATE
5.1 Undertakings. The Issuer hereby covenants to comply with requirements of the
Code pertaining to the Rebate Requirement. The Issuer acknowledges that the United States
Department of the Treasury has issued Regulations with respect to certain of these undertakings,
including the proper method for computing whether any rebate amount is due the federal
government under Section 148(f). (Reg §§ 1.148-1 through 1.148-11A, 1.150-1, and 1.150-2.)
The Issuer further acknowledges that the United States Department of the Treasury may yet issue
additional Regulations with respect to certain of these undertakings. The Issuer covenants that it
will undertake to determine what is required with respect to the rebate provisions contained in
Section 148(f) and said Regulations from time to time and will comply with any requirements
that may apply to the Issue.
5.2 Recordkeeping. The Issuer shall maintain or cause to be maintained detailed
records with respect to each Nonpurpose Investment allocable to Gross Proceeds, including: (a)
purchase date; (b) purchase price; (c) information establishing fair market value on the date such
investment became a Nonpurpose Investment; (d) any accrued interest paid; (e) face amount; (f)
coupon rate; (g) periodicity of interest payments; (h) disposition price; (i) any accrued interest
received; and (j) disposition date. Such detailed recordkeeping is required to facilitate the
calculation of the Rebate Requirement.
5.3 Exceptions to the Rebate Requirement.
5.3.1 Small Issuer Exception. No rebate calculations will be required to be
made with respect to the Issue because the Issuer has met the Small Issuer Exception.
5.4 Rebate Requirement with Respect to the Prior Issues. The Issuer covenants
to, and will, pay any Rebate Requirement or Yield Reduction Payments due with respect to the
Prior Issues within 60 days from the maturity date of the respective obligations or, if later, within
60 days of missing one of the relevant spending milestones set forth in 5.3, as required by
Section 148(f)(3).
5.5 Rebate Requirement or Yield Reduction Payments with Respect to the Issue.
The Issuer covenants to, and will, pay any Rebate Requirement or Yield Reduction Payments
due with respect to the Issue within 60 days from the maturity date of the Issue or, if later, within
60 days of missing one of the spending milestones set forth in 5.3, as required by Section
148(f)(3).
ARTICLE VI. OTHER MATTERS
6.1 Bank Qualification. The Issuer, and all of its subordinate entities, if any, do not
reasonably anticipate issuing tax-exempt bonds, notes or other obligations (other than private
activity bonds and current refunding bonds to the extent the amount thereof does not exceed the
outstanding amount of the obligations to be refunded thereby), as shown in Exhibit D, during
calendar year 2022, which, in the aggregate, will exceed $10,000,000 (including all such
obligations issued to date, the Issue, and all such obligations expected to be issued during the
8
balance of the current calendar year). The Notes are “qualified tax-exempt obligations” for
purposes of Section 265(b)(3). We hereby newly designate the Issue as “qualified tax -exempt
obligations” for purposes of Section 265(b)(3), as reflected in Exhibit D.
6.2 Expectations. The undersigned are authorized representatives of the Issuer
acting for and on behalf of the Issuer in executing this Tax Certificate. To the best of the
knowledge and belief of the undersigned, there are no other facts, estimates or circumstances that
would materially change the expectations as set forth herein, and said expectations are
reasonable.
6.3 Covenant to Comply. The Issuer hereby covenants that it will not take or permit
to be taken on its behalf any action or actions that would adversely affect the exclusion from
federal income taxation of interest on the Issue and will take or require to be taken such acts as
may reasonably be within its ability and as may from time to time be required under appli cable
law to maintain the exclusion from federal income taxation of interest on the Issue.
6.4 Post Issuance Compliance Procedures. The Issuer has written procedures to
monitor compliance with the arbitrage Yield restriction and rebate requirements of Section 148
after the Issue Date. The Issuer also has written procedures to ensure that all Nonqualified
Bonds are remediated in accordance with Reg § 1.141-12. Such procedures are substantially in
the form attached hereto as Appendix C. The Issuer will monitor the expenditure of Gross
Proceeds and the use of facilities financed and/or refinanced by the Issue, and will undertake, if
necessary, any available measures under Reg § 1.141-12 to ensure compliance after the Issue
Date with the applicable covenants contained herein.
6.5 Record Retention. In order to ensure that interest on the Issue continues to be
excluded from gross income for federal tax law purposes, the Issuer acknowledges that records
should be maintained to support the representations, certifications, and expectations set forth in
this Tax Certificate (including the exhibits hereto) at least until the date three (3) years after the
later of (a) the date on which the Issue is retired, or (b) the date on which the last of the
Refunding Obligations is retired. In addition to the items described in 5.2, records to be retained
include, but are not limited to:
(i) basic records and documents relating to the Issue, and, when applicable, the Prior
Issues and any Qualified Equity relating to the Projects;
(ii) documentation evidencing the expenditure of the Proceeds and, when applicable,
Proceeds of the Prior Issues;
(iii) documentation evidencing the use of the Projects or any component thereof by
public and private sources (i.e., copies of management contracts, research agreements, leases,
etc.);
(iv) documentation evidencing all sources of payment or security for the Issue and,
when applicable, the Prior Issues;
9
(v) documentation evidencing compliance with the timing and allocation of
expenditures of the Proceeds, and, when applicable, Proceeds of the Prior Issues and any
Qualified Equity relating to the Projects; and
(vi) records of all amounts paid to the United States in satisfaction of the Rebate
Requirement for the Issue and IRS Forms 8038-T (or successor forms thereto) related to such
payments or to Yield Reduction Payments.
6.6 Amendments. Notwithstanding any other provision of this Tax Certificate, the
Issuer may amend this Tax Certificate and thereby alter any actions allowed or required by this
Tax Certificate if such amendment is signed by an authorized officer and is supported by an
Opinion of Bond Counsel.
[Remainder of page intentionally left blank; signature page follows.]
S-1
6.7 Survival of Payment or Defeasance. Notwithstanding any provision in this Tax
Certificate or in any other agreement or instrument relating to the Issue to the contrary, the
obligation to remit the Rebate Requirement, if any, to the United States Department of the
Treasury and to comply with all other requirements contained in this Tax Certificate shall
survive payment or defeasance of the Issue.
6.8 Execution of Counterparts and Delivery by Electronic Means. This
Certificate, as well as any other certificates or documents relating to the Issue (collectively, the
“Documents”), may be executed in several counterparts, each of which shall be regarded as an
original and all of which shall constitute one and the same document. Delivery of an executed
counterpart of a signature page to a Document by electronic mail in a “.pdf” file or by other
electronic transmission shall be as effective as delivery of a manually executed counterpart
signature page to such Document. Electronic signatures on any of the Documents shall be
deemed original signatures for the purposes of the Documents and all matters relating thereto,
having the same legal effect as original signatures.
Dated: December 15, 2022
TOWN OF READING, MASSACHUSETTS
By:
Treasurer
By:
Select Board
Appendix A-1
APPENDIX A
GENERAL DEFINITIONS
For purposes of the Tax Certificate to which this Appendix A is attached, and the exhibits
to the Tax Certificate and any schedules or attachments to those exhibits, the following
capitalized terms have the following meanings:
501(c)(3) Organization means any entity described in Section 501(c)(3).
Adjusted Gross Proceeds generally means Gross Proceeds, less amounts held in the Bona
Fide Debt Service Fund.
Available Construction Proceeds has the meaning set forth in Reg § 1.148-7(i) and
generally means all Sale Proceeds reduced by Issuance Costs or, if applicable, all Sale Proceeds
allocable to the Nonrefunding Portion, reduced by Issuance Costs allocable to the Nonrefunding
Portion financed with Sale Proceeds, plus all Investment Proceeds earned thereon before the
earlier of two years after the Issue Date or substantial completion of the New Money Projects or
Projects, as applicable. In determining the amount of Available Construction Proceeds as of any
date, there shall be included the amount of investment earnings reasonably expected after such
date, together with investment earnings actually received or accrued as of such date.
Bona Fide Debt Service Fund has the meaning set forth in Reg § 1.148-1(b) and
generally means the Debt Service Fund identified in 3.4.3.
Bond Counsel means Locke Lord LLP or, if applicable, another law firm with a
nationally recognized public finance practice.
Bond Notice of Sale means, when applicable, the separate Notice of Sale for the bonds of
the Issue.
Bond Purchaser means, when applicable, an entity that purchases the bonds of the Issue,
or, when applicable, a Prior Issue, for its own account without a present intent to resell.
Capitalized Interest means interest on the Issue, or, when applicable, a Prior Issue, from
the Issue Date to the placed in service date of the Projects, that is properly capitalized in the cost
of the Projects under general federal income tax principles.
Code means the Internal Revenue Code of 1986, as amended.
Construction Expenditures has the meaning set forth in Reg § 1.148-7(g)(1) and
generally means capital expenditures that are allocable to the cost of real property or constructed
personal property and includes costs of reconstruction and rehabilitation, but does not include
costs of acquiring any interest in land or other existing real or personal property.
Controlled Group has the meaning set forth in Reg § 1.150-1(c) and generally means a
group of entities controlled directly or indirectly by the same entity or group of entities.
Appendix A-2
Debt Service Fund means the Debt Service Fund described in Article III.
Deliberate Action has the meaning set forth in Reg § 1.141-2(d)(3) and generally means
any action taken by the Issuer that is within its control, but excludes (i) an involuntary or
compulsory conversion under Section 1033 or (ii) an action taken in response to a regulatory
directive made by the federal government.
Eighteen Month Spending Exception has the meaning set forth in Reg § 1.148-7(d) and
generally means Adjusted Gross Proceeds are spent at least as quickly as follows:
15% within six months after the Issue Date
60% within twelve months after the Issue Date
100% within eighteen months after the Issue Date
The requirement that 100% of Adjusted Gross Proceeds be spent within eighteen months after
the Issue Date will be met if at least 95% of Adjusted Gross Proceeds is spent within eighteen
months and the remainder is held as a Reasonable Retainage, as permitted by contracts with the
Issuer’s contractors, and such remainder is spent within thirty months after the Issue Date.
Fixed Yield Bond has the meaning set forth in Reg § 1.148-1(b) and generally means any
bond whose yield is fixed and determinable on its Issue Date.
Fixed Yield Issue has the meaning set forth in Reg § 1.148-1(b) and generally means any
issue of which each bond of the issue is a Fixed Yield Bond.
Funded Interest means interest on the Issue, or, when applicable, a Prior Issue, other
than Capitalized Interest, through the later of three years after the Issue Date or one year after the
first component of the Projects is placed in service as set forth in Reg § 1.148-6(d)(3)(ii)(A)(3).
General Rule Maturities means, when applicable, those Maturities listed as the general
rule maturities in Schedule A to the attached Issue Price Certificate for the Bonds of the Issue or
the Notes of the Issue, as applicable.
Governmental Person has the meaning set forth in Reg § 1.141-1(b) and generally means
a Governmental Unit.
Governmental Unit means a State or Local Governmental Unit.
Gross Proceeds has the meaning set forth in Reg § 1.148-1(b) and generally means all
proceeds derived from or relating to the Issue, or, when applicable, a Prior Issue, including
Proceeds and Replacement Proceeds.
Guidelines means Reg §1.141-3(b)(4) and Revenue Procedure 2017-13 or any applicable
predecessor or successor thereto.
Appendix A-3
Hold-the-Offering-Price Maturities means, when applicable, those Maturities listed as
the hold-the-offering-price maturities in Schedule A to the attached Issue Price Certificate for the
Bonds of the Issue or the Notes of the Issue, as applicable.
Holding Period means, with respect to a Hold-the-Offering-Price Maturity, the period
starting on the Sale Date and ending on the earlier of (i) the close of the fifth business day after
the Sale Date, or (ii) the date on which the Successful Bidder/Successful Bond Bidder/Successful
Note Bidder sold at least 10% of such Hold-the-Offering-Price Maturity to the Public at prices
that are no higher than the initial offering price for such Hold-the-Offering-Price Maturity.
Investment Proceeds has the meaning set forth in Reg § 1.148-1(b) and generally means
earnings received from investing and reinvesting Proceeds and from investing and reinvesting
such earnings.
Investment Property has the meaning set forth in Section 148(b)(2) and generally means
any security or obligation, any annuity contract, or any other investment-type property, but does
not include any Tax-Exempt Bond.
Issuance Costs has the meaning set forth in Reg § 1.150-1(b) and generally means costs,
to the extent incurred in connection with, and allocable to, the issuance of the Issue within the
meaning of Section 147(g), and includes: underwriters’ spread; counsel fees; financial advisory
fees; credit rating fees; trustee fees; paying agent fees; bond registrar, certification, and
authentication fees; accounting fees; printing costs; public approval process costs; engineering
and feasibility study costs; and similar costs.
Issue Date has the meaning set forth in Reg § 1.150-1(b) and generally means the date
the Issue, or, when applicable, a Prior Issue, was delivered to the Underwriter or Purchaser
thereof and payment was received therefor.
Issue Price has the meaning set forth in Reg § 1.148-1(f) and generally means (i) the
Expected Offering Price of a Successful Bidder/Successful Bond Bidder/Successful Note Bidder,
(ii) the amount paid by the Purchaser for the Issue, the notes of the Issue, and/or the bonds of the
Issue, and/or (iii) the price at which at least 10% of each maturity of the General Rule Maturities
were sold by the Successful Bidder/Successful Bond Bidder/Successful Note Bidder, all as set
forth in Exhibit A, or, when applicable, the sum of the applicable clauses above.
Maturity means bonds and/or notes of the Issue with the same credit and payment terms.
Bonds and/or notes of the Issue with different maturity dates, or with the same maturity date but
different stated interest rates, are treated as separate maturities.
Minor Portion has the meaning set forth in Section 148(e) and generally means any
amount of Gross Proceeds that does not exceed the lesser of (i) 5% of the Proceeds or (ii)
$100,000.
Net Sale Proceeds has the meaning set forth in Reg § 1.148-1(b) and generally means the
Sale Proceeds allocable to the Nonrefunding Portion, less the portion of those Sale Proceeds
Appendix A-4
invested in a reasonably required reserve or replacement fund pursuant to Section 148(d) or as
part of the Minor Portion.
Nongovernmental Person means any Person other than a Governmental Person.
Nongovernmental Person includes the United States and any agency or instrumentality of the
United States.
Nonpurpose Investment means any Investment Property in which Gross Proceeds are
invested that is not a Purpose Investment.
Nonqualified Bonds has the meaning set forth in Reg § 1.141-12(j) and generally means
the portion of outstanding bonds of an Issue that, as of the date of a Deliberate Action, would not
meet the private business use test in Section 141(b) or the private loan financing test in Section
141(c).
Nonrefunding Portion means, when applicable, the portion of the Issue or the Prior
Issue, as applicable, that is not allocable to the Refunding Portion.
Note Notice of Sale means, when applicable, the separate Notice of Sale for the notes of
the Issue.
Note Purchaser means, when applicable, an entity that purchases the notes of the Issue,
or, when applicable, a Prior Issue, for its own account without a present intent to resell.
Notice of Sale means the Notice of Sale, or, when applicable, collectively the Bond
Notice of Sale and Note Notice of Sale, attached as Attachment 1 to Exhibit B.
Opinion of Bond Counsel means a written opinion of nationally recognized bond
counsel, delivered to the Issuer, to the effect that the exclusion from gross income for federal
income tax purposes of interest on the Issue will not be adversely affected.
Original Issues means, when applicable, collectively, the portions of the Refunded
Bonds and/or Refunded Notes and the issues that were issued to finance the Projects on a “new
money” basis and any other obligations all or a portion of which were issued to finance the
Projects on a new money basis which have been ultimately refinanced by this Issue.
Person has the meaning set forth in Section 7701(a)(1) and generally includes an
individual, trust, estate, partnership, association, company or corporation.
Preliminary Expenditures has the meaning set forth in Reg § 1.150-2(f)(2) and generally
means architectural, engineering, surveying, soil testing, Issuance Costs, including, when
applicable, Issuance Costs allocable to the Nonrefunding Portion, and similar costs paid with
respect to the Projects in an aggregate amount not exceeding 20% of the Issue Price of the Issue,
or, when applicable, the Issue Price of the Issue allocable to the Nonrefunding Portion.
However, Preliminary Expenditures do not include land acquisition, site preparation or similar
costs incident to the commencement of construction.
Appendix A-5
Prior Issue(s) means, when applicable, individually or collectively, the Original Issues
and each series of exclusively current refunding obligations all or a portion of which were
thereafter issued to refinance the Original Issues.
Private Business Use has the meaning set forth in Reg § 1.141-3(a) and generally means
use (directly or indirectly) in a trade or business carried on by any Nongovernmental Person
other than use (i) as a member of, and on the same basis as, the general public or (ii) pursuant to
the Guidelines or the Research Guidelines. Any activity carried on by a Nongovernmental
Person (other than a natural Person) shall be treated as a trade or business.
Proceeds has the meaning set forth in Reg § 1.148-1(b) and generally means Sale
Proceeds, Investment Proceeds and Transferred Proceeds of the Issue or, when applicable, a
Prior Issue.
Public has the meaning set forth in Reg § 1.148-1(f)(3)(ii) and generally means any
Person other than an Underwriter or a Related Party to an Underwriter.
Purchaser means, when applicable, an entity, including a Successful Bidder, that
purchases the Issue, or, when applicable, a Prior Issue, for its own account without a present
intent to resell.
Purpose Investment has the meaning set forth in Reg §1.148-1(b) and generally means
an investment that is acquired by the Issuer to carry out the governmental purpose of the Issue.
Qualified Equity has the meaning set forth in Reg § 1.141-6(b)(3) and generally means
funds that are not derived from proceeds of a Tax-Advantaged Bond.
Qualified Guarantee has the meaning set forth in Reg § 1.148-4(f) and generally means
an arrangement that imposes a secondary liability that unconditionally shifts substantially all of
the credit risk for all or part of the payments on the Issue to the guarantor under that
arrangement.
Qualified Hedge has the meaning set forth in Reg § 1.148-4(h) and generally means a
contract entered into by the Issuer with a hedge provider primarily to modify the Issuer’s risk of
interest rate changes with respect to all or a part of the Issue.
Reasonable Retainage has the meaning set forth in Reg § 1.148-7(h) and generally
means an amount, not to exceed 5% of Available Construction Proceeds or Adjusted Gross
Proceeds, as applicable, on the date 24 months, or 18 months, as applicable, after the Issue Date,
that is retained for reasonable business purposes relating to the Projects, including to ensure or
promote compliance with a construction contract.
Rebate Requirement means the amount of rebatable arbitrage with respect to the Issue,
computed as of the last day of any Bond Year pursuant to Reg § 1.148-3.
Refunded Bonds means, when applicable, all or the portion of each of the series of bonds
being refunded by the Issue, as identified in Appendix B.
Appendix A-6
Refunded Notes means, when applicable, all or the portion of each of the series of notes
being refunded by the Issue, as identified in Appendix B.
Refunding Obligations means a Tax-Advantaged Bond issued to refund any portion of
the Issue, including any subsequent Tax-Advantaged Bond in a series of refundings thereof.
Refunding Portion means, when applicable, the portion of the Issue allocable to the
refunding of the Refunded Bonds and/or Refunded Notes, together with the portion of the Issue
allocable to the financing of a ratable share of Issuance Costs and other common costs of the
Issue.
Regulations or Reg means the applicable Treasury Regulations promulgated by the
Secretary of the Treasury of the United States under the Code.
Related Party has the meaning set forth in Reg §1.150-1(b) and generally means, in
reference to a Governmental Unit or a 501(c)(3) Organization, any member of the same
Controlled Group, and in any reference to any other Person, any two or more Persons who have
more than fifty percent (50%) common ownership, directly or indirectly.
Replacement Proceeds has the meaning set forth in Reg §1.148-1(c) and generally means
amounts that have a sufficiently direct nexus to the Issue or to the governmental purpose of the
Issue to conclude that the amounts would have been used for that governmental purpose if the
Proceeds of the Issue were not used, and includes a sinking fund, a pledged fund, and other
replacement proceeds, each as defined in Reg § 1.148-1(c).
Research Guidelines means Reg §1.141-3(b)(6) and Revenue Procedure 2007-47 or any
applicable successor thereto.
Sale Date has the meaning set forth in Reg § 1.150-1(c)(6) and generally means the first
day on which there is a binding contract in writing for the sale of a Maturity.
Sale Proceeds has the meaning set forth in Reg § 1.148-1(b) and generally means
amounts actually or constructively received from the sale of the Issue, or, when applicable, a
Prior Issue.
Signature Certificate means the Signature, No Litigation and Official Statement
Certificate or similar certificate prepared by Bond Counsel relating to the Issue or, when
applicable, a Prior Issue.
Small Issuer Exception has the meaning set forth in Reg § 1.148-8(a) and generally
means that, as of the Issue Date, the Issuer reasonably expects that the aggregate Issue Price of
tax-exempt bonds (other than (a) current refunding bonds to the extent the amount thereof does
not exceed the outstanding amount of the obligations to be refunded thereby and (b) qualified
private activity bonds) issued and to be issued by or on behalf of the Issuer during the current
calendar year will not exceed $5,000,000 except by the lesser of (i) $10,000,000 or (ii) the
aggregate face amount of bonds, in either case attributable to financing the construction of public
school facilities, as provided in Section 148(f)(4)(D)(vii). In addition, the Issuer must have the
Appendix A-7
power to impose or to cause the imposition of taxes of general applicability which, when
collected, may be used for the general purposes of the Issuer. The Issuer’s power to impose or
cause the imposition of such taxes cannot be contingent on approval by any other Governmental
Unit. The Issuer cannot form or avail itself of an entity for the purpose of avoiding the volume
limitation described above.
State or Local Governmental Unit has the meaning set forth in Reg § 1.103-1(a) and is
generally a state or any political subdivision of a state, but excludes the United States and its
agencies or instrumentalities.
Successful Bidder(s) means, when applicable, the Successful Bidder(s) set forth in
Appendix B.
Successful Bond Bidder means, when applicable, the Successful Bond Bidder set forth in
Appendix B.
Successful Note Bidder means, when applicable, the Successful Note Bidder set forth in
Appendix B.
Tax-Advantaged Bond has the meaning set forth in Reg § 1.150-1(b) and generally
means a tax-exempt bond or a taxable bond that provides a federal tax benefit that reduces the
Issuer’s borrowing costs.
Tax Certificate means the Tax Certificate to which this Appendix A is attached.
Tax-Exempt Bond means any obligation the interest on which is excluded from gross
income for federal income tax purposes pursuant to Section 103, other than a “specified private
activity bond” within the meaning of Section 57(a)(5)(C), as well as (i) stock in a “regulated
investment company” (within the meaning of Section 852) to the extent at least 95 percent of
income to the stockholder is treated as interest on Tax-Exempt Bonds and (ii) any demand
deposit obligation issued by the United States Department of the Treasury pursuant to Subpart C
of 31 CFR Part 344.
Transferred Proceeds has the meaning set forth in Reg § 1.148-9(b) and generally means
Proceeds of a Prior Issue that become Proceeds of the Issue under the transferred proceeds
allocation rule in Reg § 1.148-9(b).
Two Year Spending Exception has the meaning set forth in Reg § 1.148-7(e) and
generally means Available Construction Proceeds are expended at least as quickly as follows:
10% within six months after the Issue Date
45% within twelve months after the Issue Date
75% within eighteen months after the Issue Date
100% within twenty-four months after the Issue Date
Appendix A-8
The requirement that 100% of Available Construction Proceeds be spent within twenty-four
months after the Issue Date will be met if at least 95% of Available Construction Proceeds is
spent within twenty-four months and the remainder is held as Reasonable Retainage, as
permitted by contracts with the Issuer’s contractors, and such remainder is spent within thirty-six
months after the Issue Date.
Underwriter means (i) any Person, including, when applicable, a Successful
Bidder/Successful Bond Bidder/Successful Note Bidder, that agrees pursuant to a written
contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to
participate in the initial sale of the bonds and/or notes of the Issue, or, when applicable, a Prior
Issue, to the Public, and (ii) any Person that agrees pursuant to a written contract directly or
indirectly with a Person described in clause (i) of this paragraph t o participate in the initial sale
of such bonds and/or notes of the Issue, or, when applicable, a Prior Issue, to the Public
(including a member of a selling group or a party to a third-party distribution agreement
participating in the initial sale of such bonds and/or notes of the Issue, or, when applicable, a
Prior Issue, to the Public).
Votes means the authorizations for the Issue specified in the Signature Certificate.
Yield has the meaning set forth in Reg § 1.148-4 for an issue and Reg § 1.148-5 for
investments, and generally means, as to the Issue, or, when applicable, a Prior Issue, or
Investment Property, as applicable, that discount rate which, when used in computing the present
value of all unconditionally payable payments representing (i) principal, adjusted, as required,
for any substantial discounts or premiums, (ii) interest, including costs of Qualified Guarantees,
and (iii) payments or receipts on Qualified Hedges, produces an amount equal to the Issue Price
of the Issue, or, when applicable, a Prior Issue, or the purchase price of Investment Property, as
appropriate.
Yield Reduction Payment means a “qualified yield reduction payment” to the United
States Department of the Treasury that reduces the yield on Investment Property, as set forth in
Reg § 1.148-5(c).
Appendix B-1
APPENDIX B
ISSUE SPECIFIC DEFINITIONS
For purposes of the Tax Certificate to which this Appendix B is attached, and the exhibits
to the Tax Certificate and any schedules or attachments to those exhibits, the following
capitalized terms have the following meanings:
Bond Year means the period beginning on the Issue Date and ending on August 10, 2023,
which is the last day on which any notes of the Issue will remain outstanding for federal tax
purposes.
Issue Date means, as to the Issue, the date of this Tax Certificate, December 15, 2022.
Municipal Advisor means Hilltop Securities Inc., as municipal advisor to the Issuer in
connection with the Issue.
Refunded Notes means the $2,000,000 General Obligation Bond Anticipation Notes,
issued on December 16, 2021 and maturing on December 15, 2022.
Sale Date of the Issue is November 29, 2022.
Sale Proceeds means as to the Issue, the amount of $2,005,760.00, comprising the stated
principal amount of the Issue ($2,000,000), plus original issue premium thereon in the amount of
$5,760.00.
Successful Bidder means Piper Sandler & Co.
Appendix C-1
APPENDIX C
POST-ISSUANCE TAX COMPLIANCE PROCEDURES
TAX-EXEMPT OBLIGATIONS AND OTHER TAX-BENEFITED OBLIGATIONS
I. Introduction
These post-issuance compliance procedures of the Issuer are designed to provide for the effective
management of the Issuer’s post issuance compliance program for tax -exempt and other tax-
benefited obligations in a manner consistent with state and federal laws applicable to such
obligations.
II. Post-Issuance Tax Compliance
The Treasurer of the Issuer, or such other designated officer (the “Compliance Officer”) shall be
the primary bond compliance officer responsible for each issuance by the Issuer of tax -exempt
(or otherwise tax-benefited) bonds, notes, financing leases, or other obligations (herein,
collectively referred to as “bonds”). All information related to each bond issue and the facilities,
equipment and other assets financed by such issue shall be maintained by or on behalf of the
Compliance Officer and the actions taken under subsections A through C of this Section II shall
be taken by the Compliance Officer or on behalf of the Compliance Officer by such other
officers or employees of the Issuer as appropriate.
A. Tax Certificate and Continuing Education
1. Tax Certificate – A Tax Certificate is prepared for each issuance of bonds. Immediately
upon issuing any bonds, the Compliance Officer, in conjunction with the Issuer’s bond
counsel and financial advisor, shall review the Tax Certificate and make notes regarding
specific compliance issues for such bond issue on the Post-Issuance Compliance Notes
form at Exhibit A. The Tax Certificate and Notes shall clearly define the roles and
responsibilities relating to the ongoing compliance activities for each bond issue and will
identify specific compliance requirements.
2. Continuing Education – The Compliance Officer will actively seek out advice of bond
counsel on any matters that appear to raise ongoing compliance concerns and may attend
or participate in seminars, teleconferences, etc. sponsored by organizations such as the
Massachusetts Collector-Treasurer Association and the Massachusetts Government
Finance Officers Association that address compliance issues and developments in the
public finance bond arena. In addition, national organizations such as the Securities
Industry and Financial Markets Association (SIFMA) and the National Association of
Bond Lawyers (NABL) offer numerous training opportunities and materials which may
be useful to the Compliance Officer.
B. Tax-Exempt Bonds Compliance Monitoring
Appendix C-2
1. Restrictions against Private Use – The Compliance Officer will continuously monitor
the expenditure of bond proceeds and the use of facilities or equipment financed or
refinanced with bonds to ensure compliance with Section 141 of the Internal Revenue
Code (the “Code”) which generally establishes limitations on the use of bond-financed
facilities by non-state or local governmental entities, such as individuals using bond-
financed assets on a basis other than as a member of the general public, corporations and
the federal government and its agencies and instrumentalities.
a. Use of Bond Proceeds – The Compliance Officer will monitor and maintain records
with respect to expenditures to ensure that bond proceeds are being used on capital
expenditures for governmental purposes in accordance with the bond documents and
document the allocation of all bond proceeds. Such monitoring is required not only
for tax-exempt bonds, but also for tax credit bonds.
b. Use of the Bond-Financed Facility or Equipment
i. Equipment assets financed with bonds will be listed in a schedule for each
bond issue, which schedule may be included in the Tax Certificate. Equipment
assets generally are not to be disposed of prior to the earlier of (a) the date the
bonds and all subsequent refundings of such bonds are fully paid, or (b) the end
of the useful life of such equipment. The Compliance Officer will maintain the
list of all bond-financed equipment for each bond issue, together with the
equipment’s expected useful life.
ii. Constructed or acquired assets financed with bonds – In order to ensure that
assets constructed or acquired using bond proceeds, such as infrastructure
assets, are not leased, sold or disposed of prior to the end of the term of the
bonds and of all subsequent refundings of such bonds:
• Any asset constructed or acquired with bond proceeds shall be flagged in
the Issuer’s records, and
• These projects will be monitored by the Compliance Officer.
iii. If there is any proposal to change the use of a bond-financed facility from a
governmental purpose to a use in which a private entity may have the use or
benefit of such a facility on a basis that is different from the rest of the general
public, the Compliance Officer will consult with bond counsel prior to the
occurrence of the proposed change in use.
2. Qualification for Initial Temporary Periods and Compliance with Restrictions
against Hedge Bonds
a. Expectations as to Expenditure of “New Money” Bond Proceeds
i. In order to qualify under the arbitrage rules for an initial temporary period of 3
years for “new money” issues during which bond proceeds can be invested
without regard to yield (but potentially subject to rebate), the Issuer must
Appendix C-3
reasonably expect to spend at least 85% of “spendable proceeds” by the end of
the temporary period. In general under Code Section 149, in order to avoid
classification of an issue of bonds as “hedge bonds,” the Issuer must both (x)
reasonably expect to spend 85% of the “spendable proceeds” of the bond issue
within the 3 year period beginning on the date the bonds are issued and (y)
invest not more than 50% of the proceeds of the issue in investments having a
substantially guaranteed yield for 4 years or more. These expectations have
been documented for the Issuer’s outstanding bond issues in the tax
certificates executed in connection with each bond issue.
ii. If, for any reason, the Issuer’s expectations concerning the period over which
the bond proceeds are to be expended change from what was documented in
the applicable tax certificate, the Compliance Officer will consult with bond
counsel.
b. Project Draw Schedule Compliance Monitoring – While there are unspent
proceeds of a bond issue, the Compliance Officer will compare and analyze the
original anticipated project draw schedule and the actual expenditure payouts and
reimbursements on each bond-financed project on an annual or more frequent basis.
The purpose of this analysis is to determine the variances from the original expected
draw schedule for each project and to document the reasons for these variances to
provide a continual record on the spending progress of each bond-financed project.
Factors relevant to the analysis include unexpected delays in the project timelines,
extreme weather, contract time extensions due to unexpected events, supplemental
agreements and any other factor with a potential to impact the progress or compl etion
of the projects. Generally, there should be no effect on the tax-exempt status of the
bonds under either the temporary period rules or the hedge bond rules if the actual
disbursements do not meet the original project draw schedule, unless circumstances
surrounding the actual events cast doubt on the reasonableness of the stated
expectations on the issuance date. Therefore, it is important for the Compliance
Officer to update the progress of each project at least annually, and consult with bond
counsel as to any variance from the original schedule.
c. Bond Proceeds Expenditure Schedule Compliance Monitoring – While there are
unspent proceeds of bonds, the Compliance Officer will compare and analyze the
bond proceeds expenditure schedule and the actual investment earnings on each
project on an annual or more frequent basis. The purpose of this analysis is to
determine any variances from the expected expenditure schedule and to document the
reasons for these variances.
3. Arbitrage Rebate Compliance
a. Bonds may lose their tax-favored status, retroactive to the date of issuance, if they do
not comply with the arbitrage restrictions of section 148 of the Code. Two general
sets of requirements under the Code must be applied in order to determine whether
Appendix C-4
governmental bonds are arbitrage bonds: the yield restriction requirements of section
148(a) and the rebate requirements of section 148(f).
b. Yield Restriction Requirements – The yield restriction requirements provide, in
general terms, that gross proceeds of a bond issue may not be invested in investments
earning a yield higher than the yield of the bond issue, except for investments (i)
during one of the temporary periods permitted under the regulations (including the
initial three year temporary period described above), (ii) in a reasonably required
reserve or replacement fund or (iii) in an amount not in excess of the lesser of 5% of
the sale proceeds of the issue or $100,000 (the “minor portion”). Under limited
circumstances, the yield on investments subject to yield restriction can be reduced
through payments to the IRS known as “yield reduction payments.” The Tax
Certificate will identify those funds and accounts associated with a particular issue of
bonds known, as of the date of issuance, to be subject to yield restriction.
c. Rebate Requirements
i. If, consistent with the yield restriction requirements, amounts treated as bond
proceeds are permitted to be invested at a yield in excess of the yield on the
bonds (pursuant to one of the exceptions to yield restriction referred to above),
rebate payments may be required to be made to the U.S. Treasury. Under the
applicable regulations, the aggregate rebate amount is the excess of the future
value of all the receipts from bond funded investments over the futu re value of
all the payments to acquire such investments. The future value is computed as
of the computation date using the bond yield as the interest factor. At least
90% of the rebate amount calculated for the first computation period must be
paid no later than 60 days after the end of the first computation period. The
amount of rebate payments required for subsequent computation periods (other
than the final period) is that amount which, when added to the future value of
prior rebate payments, equals at least 90% of the rebate amount. For the final
computation period, 100% of the calculated amount must be paid. Rebate
exceptions and expectations are documented for each bond issue in the tax
certificate executed at the time of such bond issue.
ii. While there are unspent proceeds of bonds, the Issuer will engage an
experienced independent rebate analyst to annually calculate any rebate
that may result for that year and annually provide a rebate report to the
Compliance Officer. Bond counsel can assist with referrals to qualified
rebate analysts.
d. Timing of Rebate Payments
The Compliance Officer will work with the rebate analyst to ensure the proper
calculation and payment of any rebate payment and/or yield-reduction payment at the
required time:
Appendix C-5
i. First installment due no later than 60 days after the end of the fifth anniversary
of each bond issuance;
ii. Succeeding installments at least every five years;
iii. Final installment no later than 60 days after retirement of last bond in the
issue.1
4. Refunding Requirements
a. Refunded Projects – The Compliance Officer will maintain records of all bond
financed assets for each bond issue, including assets originally financed with a
refunded bond issue.
b. Yield Restriction – The Compliance Officer will work with its financial advisor
and bond counsel to maintain records of allocation of bond proceeds for current
and advance refundings of prior bond issues to ensure that such bond proceeds are
expended as set forth in the applicable tax certificate executed at the time the
refunding bonds are issued. Any yield restricted escrows will be monitored for
ongoing compliance.
C. Record Retention
1. Section 6001 of the Code provides the general rule for the proper retention of records for
federal tax purposes. The IRS regularly advises taxpayers to maintain sufficient records
to support their tax deductions, credits and exclusions. In the case of a tax-exempt bond
transaction, the primary taxpayers are the bondholders. In the case of other tax benefited
bonds, such as “build America bonds” or “recovery zone economic development bonds”,
the Issuer will be treated as the taxpayer. In order to ensure the continued exclusion of
interest to such bondholders, it is important that the Issuer retain sufficient records to
support such exclusion.
2. In General
a. All records associated with any bond issue shall be stored electronically or in hard
copy form at the Issuer’s offices or at another location conveniently accessible to the
Issuer.
b. The Compliance Officer will ensure that the Issuer provides for appropriate storage of
these records.
1 Generally, rebate payments must be paid not later than 60 days after retirement of the last bond in the issue.
Appendix C-6
c. If storing documents electronically, the Issuer shall conform with Rev. Proc. 97-22,
1997-1 C.B. 652 (as the same may be amended, supplemented or superseded), which
provides guidance on maintaining books and records by using an electronic storage
system. Bond counsel can furnish a copy of this Revenue Procedure if needed.
3. Bonds – Unless a longer period of time is required by state law, the Issuer shall maintain
the bond record as defined in this section for the longer of the life of the bonds plus 3
years or the life of refunding bonds (or series of refunding bonds) which refunded the
bonds plus 3 years. The bond record shall include the following documents:
a. Pre-Issuance Documents
i. Guaranteed Investment Contracts (“GICs”) and Investments
(other than Treasury’s State and Local Government Series
Securities, “SLGs”) – If applicable, the Compliance Officer shall
retain all documentation regarding the procurement of each GIC or
other investment acquired on or before the date of bond issuance,
including as applicable the request for bids, bid sheets, documentation
of procurement method (i.e., competitive vs. negotiated), etc. If
investments other than SLGs are used for a defeasance escrow, the
documentation should include an explanation of the reason for the
purchase of open market securities and documentation establishing the
fair value of the securities and compliance with safe harbor bidding
rules. If SLGs are purchased, a copy of the final subscription shall be
maintained.
ii. Project Draw Schedule – The Compliance Officer shall retain all
documentation and calculations relating to the draw schedule used to
meet the “reasonable expectations” test and use of proceeds tests
(including copies of contracts with general and sub-contractors or
summaries thereof).
iii. Issue Sizing – The Compliance Officer shall maintain a copy of all
financial advisor’s or underwriter’s structuring information.
iv. Bond Insurance – If procured by the Issuer, the Compliance Officer
shall maintain a copy of insurance quotes and calculations supporting
the cost benefit of bond insurance, if any.
v. Costs of Issuance documentation – The Compliance Officer shall
retain all invoices, payments and certificates related to costs of
issuance of the bonds.
b. Issuance Documents – The Compliance Officer shall retain the bound bond
transcript delivered from bond counsel.
c. Post-Issuance Documents
Appendix C-7
i. Post-Issuance Guaranteed Investment Contracts and Investments
(Other than SLGs) – the Compliance Officer shall retain all
documentation regarding the procurement of any GIC or other
investment acquired after bond issuance, including as applicable the
request for bids, bid sheets, documentation of procurement method
(i.e., competitive vs. negotiated), etc. If investments other than SLGs
are used for a defeasance escrow, the documentation should include an
explanation of the reason for the purchase of open market securities
and documentation establishing the fair value of the securities and
compliance with safe harbor bidding rules.
ii. Records of Investments shall be retained by the Compliance Officer.
iii. Investment Activity Statements shall be retained by the Compliance
Officer.
iv. Records of Expenditures – The Compliance Officer shall maintain or
shall cause to be maintained all invoices, etc. relating to equipment
purchases and constructed or acquired projects, either electronically or
in hard copy.
v. Records of Compliance
• Qualification for Initial Temporary Periods and Compliance
with Restrictions against Hedge Bond Documentation – The
Compliance Officer shall prepare the annual analysis described in
Section II(B)(2) above and maintain these records.
• Arbitrage Rebate Reports may be prepared by the Compliance
Officer or a third party as described in section II (B)(3) of this
document and retained by the Compliance Officer.
• Returns and Payment – Shall be prepared at the direction of the
Compliance Officer and filed as described in Section II(B)(3) of
this document.
• Contracts under which any bond proceeds are spent
(consulting engineering, acquisition, construction, etc.) – The
Compliance Officer shall obtain copies of these contracts and
retain them for the bond record.
d. General
i. Audited Financial Statements – The Compliance Officer will
maintain copies of the Issuer’s annual audited Financial Statements.
ii. Reports of any prior IRS Examinations – The Compliance Officer
will maintain copies of any written materials pertaining to any IRS
examination of the Issuer’s bonds.
Appendix C-8
III. Voluntarily Correcting Failures to Comply with Post-Issuance Compliance Activities
If, in the effort to exercise due diligence in complying with applicable federal tax laws, a
potential violation is discovered, the Issuer may address the violation through the applicable
method listed below. The Issuer should work with its bond counsel to determine the appropriate
way to proceed.
A. Taking remedial actions as described in Section 141 of the Internal Revenue Code
B. Utilizing the Voluntary Closing Agreement Program (VCAP) – Section 7.2.3 of the
Internal Revenue Manual establishes the voluntary closing agreement program for tax-exempt
bonds (TEB VCAP) whereby issuers of tax-exempt bonds can resolve violations of the Internal
Revenue Code through closing agreements with the Internal Revenue Service.
IV. Post Issuance Tax Compliance Procedures Review
The Compliance Officer shall review these procedures at least annually, and implement revisions
or updates as deemed appropriate, in consultation with bond counsel.
Appendix C-9
Exhibit A
POST ISSUANCE COMPLIANCE NOTES
[Name of Bond]
Transaction Parties
Overall Responsible Party for Debt Management Activities __________________________________
Bond Counsel __________________________________
Paying Agent __________________________________
Rebate Specialist __________________________________
Other __________________________________
Exhibit A-1
EXHIBIT A
$2,000,000
Town of Reading, Massachusetts
General Obligation Bond Anticipation Notes
Dated December 15, 2022
ISSUE PRICE CERTIFICATE AND RECEIPT
The undersigned, on behalf of the Successful Bidder, hereby certifies as set forth below
with respect to the sale of the above-captioned obligations (“Issue”) of the Issuer. Capitalized
terms used and not otherwise defined herein shall have the respective meanings set forth in the
Tax Certificate to which this Exhibit A is attached.
1. Reasonably Expected Initial Offering Price.
(a) As of the Sale Date, the reasonably expected initial offering price of the
notes of the Issue to the Public by the Successful Bidder is the price listed in Schedule A
(“Expected Offering Price”). The Expected Offering Price is the price for the notes of t he Issue
used by the Successful Bidder in formulating its bid to purchase the Issue. Reflected in Schedule
B is a true and correct representation of the bid provided by the Successful Bidder to purchase
the notes of the Issue.
(b) The Successful Bidder was not given the opportunity to review other bids
prior to submitting its bid.
(c) The bid submitted by the Successful Bidder constituted a firm offer to
purchase the notes of the Issue.
2. Receipt. The Successful Bidder hereby acknowledges receipt of the notes of the
Issue from the Issuer and further acknowledges receipt of all certificates, opinions and other
documents required to be delivered to the Successful Bidder, before or simultaneously with the
delivery of such notes of the Issue, which certificates, opinions and other documents are
satisfactory to the Successful Bidder.
The representations set forth in this certificate are limited to factual matters only.
Nothing in this certificate represents the Successful Bidder’s interpretation of any laws,
including specifically Sections 103 and 148 and the Regulations thereunder.
[Remainder of page intentionally left blank; signature page follows.]
Exhibit A-2
The undersigned understands that the foregoing information will be relied upon by the
Issuer with respect to certain of the representations set forth in the Tax Certificate and with
respect to compliance with the federal income tax rules affecting the Issue, and by Locke Lord
LLP in connection with rendering its opinion that the interest on the Issue is excluded from gross
income for federal income tax purposes, the preparation of the Internal Revenue Service Form
8038-G, and other federal income tax advice that it may give to the Issuer from time to time
relating to the Issue.
Dated: December 15, 2022 PIPER SANDLER & CO.
By: ___________________________________
Name:
Title:
SCHEDULE A TO EXHIBIT A
EXPECTED INITIAL OFFERING PRICE TO THE PUBLIC
SCHEDULE B TO EXHIBIT A
SUCCESSFUL BIDDER’S BID
Exhibit B-1
EXHIBIT B
$2,000,000
Town of Reading, Massachusetts
General Obligation Bond Anticipation Notes
Dated December 15, 2022
CERTIFICATE OF THE MUNICIPAL ADVISOR
The undersigned, on behalf of the Municipal Advisor, has assisted the Issuer in soliciting
and receiving bids from potential underwriters in connection with the sale of the notes of the
Issue in a competitive bidding process in which bids were requested for the purchase of such
notes at specified written terms set forth in the Notice of Sale, a copy of which is attached to this
certificate as Attachment 1. Capitalized terms used and not otherwise defined herein shall have
the respective meanings set forth in the Tax Certificate to which this Exhibit B is attached. The
competitive sale requirements (as defined in the Notice of Sale) for the notes of the Issue were
met. The Municipal Advisor further advises as follows:
1. The notes of the Issue were offered for sale at specified written terms more
particularly described in the Notice of Sale, which was distributed to potential bidders.
2. The Notice of Sale was disseminated electronically through PARITY on
November 22, 2022. The method of distribution of the Notice of Sale is regularly used for
purposes of disseminating notices of sale of new issuances of municipal bonds, and notices
disseminated in such manner are widely available to potential bidders.
3. To the knowledge of the Municipal Advisor, all bidders were offered an equal
opportunity to bid to purchase the notes of the Issue so that, for example, if the bidding process
afforded any opportunity for bidders to review other bids before providing a bid, no bidder was
given an opportunity to review other bids that was not equally given to all other bidders (that is,
no exclusive “last-look”).
4. The Issuer received bids for the notes of the Issue from at least three Underwriters
who represented that they have established industry reputations for underwriting new issuances
of municipal bonds. Based upon the Municipal Advisor’s knowledge and experience in acting as
the Municipal Advisor for other municipal issues, the Municipal Advisor believes those
representations to be accurate. Copies of any written bids received are attached to this certificate
as Attachment 2. Bids not reflected in Attachment 2, if any, were received by telephone rather
than in writing.
5. The winning bidder for the notes of the Issue was the Successful Bidder, whose
bid was determined to be the best conforming bid in accordance with the terms set forth in the
Notice of Sale, as shown in the bid comparison attached as Attachment 3 to this certificate. The
Issuer awarded the notes of the Issue to the Successful Bidder.
6. The Yield on the Issue is 3.0429755% as shown on the attached Schedule A.
Exhibit B-2
The representations set forth in this certificate are limited to factual matters only.
Nothing in this certificate represents the Municipal Advisor’s interpretation of any laws,
including specifically Sections 103 and 148 and the Regulations thereunder.
[Remainder of page intentionally left blank; signature page follows.]
Exhibit B-3
The undersigned understands that the foregoing information will be relied upon by the
Issuer with respect to certain of the representations set forth in the Tax Certificate to which this
certificate is attached and with respect to compliance with the federal income tax rules affecting
the Issue, and by Locke Lord LLP in connection with rendering its opinion that the interest on
the Issue is excluded from gross income for federal income tax purposes, in the preparation of
the Internal Revenue Service Form 8038-G, and in providing other federal income tax advice
that it may give to the Issuer from time to time relating to the Issue. The Issuer and Locke Lord
LLP may also rely on the foregoing information for purposes of determining compliance with
Section 21A of Chapter 44 of the Massachusetts General Laws, if applicable. No other Persons
may rely on the representations set forth in this certificate without the prior written consent of the
Municipal Advisor.
Dated: December 15, 2022 HILLTOP SECURITIES INC.
By: ___________________________________
Name:
Title:
ATTACHMENT 1 TO EXHIBIT B
NOTICE OF SALE
ATTACHMENT 2 TO EXHIBIT B
COPIES OF WRITTEN BIDS RECEIVED
ATTACHMENT 3 TO EXHIBIT B
BID COMPARISON
SCHEDULE A TO EXHIBIT B
PROOF OF YIELD ON THE ISSUE
Exhibit C-1
EXHIBIT C
SPENDING SCHEDULE
Town of Reading, Massachusetts
$2,000,000 General Obligation Bond Anticipation Notes
Spending Schedule
Sale Date:11/29/2022
Dated Date:12/15/2022
Delivery Date:12/15/2022
Due Date:8/10/2023
Renewal Money This Spent to Date Spent By Original Issue Spent By Spent By Spent By Spent By
Purpose Issue 12/15/2022 Date - 12/16/2021 6/16/2022 12/16/2022 6/16/2023 12/16/2023
Water Tank $2,000,000 $1,000,000 $0 $500,000 $1,000,000 $1,500,000 $2,000,000
Totals:$2,000,000 $1,000,000 $0 $500,000 $1,000,000 $1,500,000 $2,000,000
Exhibit D-1
EXHIBIT D
TAX-EXEMPT OBLIGATIONS – CALENDAR YEAR 2022
Actual/
Expected Issue
Date
Type (Bond Anticipation
Notes, Bonds, Lease-
Purchase Agreement,
State Aid Anticipation
Note, Revenue
Anticipation Note, or
other obligations)
Maturity
Total Par
Offering
Premium to
be Designated
in the
Current
Calendar
Year
Current
Refunding
not Amount
to Amount
Limited or
Otherwise to
be Designated
in the
Current
Calendar
Year
Amount Issued and to be
Issued in the Current
Calendar Year as Bank
Qualified Obligations:
Amount Not Designated in
Current Calendar Year as Bank
Qualified Obligations:
New Money
Amount to
amount
limited
Current
Refunding of
Obligations
(deemed
designated)
New Money
Refunding
12/15/22 Bond Anticipation Notes 08/10/23 $2,000,000 $0 $2,000,000 $0 $0 $0 $0
3
16. Default, event of acceleration, termination event, modification of terms, or other
similar events under the terms of a financial obligation of the Obligated Person, any of which
reflect financial difficulties.†
(b) Upon the occurrence of a Listed Event, the Issuer shall, in a timely manner not in
excess of ten (10) business days after the occurrence of the event, file a notice of such occurrence
with the MSRB.
SECTION 4. Transmission of Information and Notices. Unless otherwise required by
law, all notices, documents and information provided to the MSRB shall be provided in
electronic format as prescribed by the MSRB and shall be accompanied by identifying
information as prescribed by the MSRB.
SECTION 5. Termination of Reporting Obligation. The Issuer’s obligations under this
Disclosure Certificate shall terminate upon the legal defeasance or payment in full of all of the
Notes.
SECTION 6. Default. In the event of a failure of the Issuer to comply with any
provision of this Disclosure Certificate the sole remedy under this Disclosure Certificate shall be
an action for specific performance of the Issuer’s obligations hereunder and not for money
damages in any amount. Any failure by the Issuer to comply with any provision of this
Disclosure Certificate shall not constitute a default with respect to the Notes.
SECTION 7. Amendment. Notwithstanding any other provision of this Disclosure
Certificate, the Issuer may amend this Disclosure Certificate and any provision of this Disclosure
Certificate may be waived if such amendment or waiver is permitted by the Rule, as evidenced
by an opinion of counsel expert in federal securities law (which may also include bond counsel
to the Issuer) to the effect that such amendment or waiver would not cause this Disclosure
Certificate to violate the Rule.
[Remainder of page intentionally left blank; signature page follows.]
S-1
SECTION 8. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit
of the Owners of the Notes from time to time, and shall create no rights in any other person or
entity.
Date: December 15, 2022 TOWN OF READING,
MASSACHUSETTS
By:
Treasurer
Select Board
A-1
EXHIBIT A
Filing information relating to the Municipal Securities Rulemaking Board is as follows:
Municipal Securities Rulemaking Board
http://emma.msrb.org
130707812v.1
Town of Reading, Massachusetts$2,000,000 General Obligation Bond Anticipation NotesSale Date:11/29/2022Dated Date: 12/15/2022Delivery Date: 12/15/2022Due Date: 8/10/2023Days Per Year: 360Day Count: 235Bank Qualified: Yes Rating: NoneCoupon Net Prorata Prorata ReofferingBidder Underwriter Principal Rate Premium InterestInterestNIC Premium InterestAwardYieldPiper Sandler & Co.●$2,000,0003.50%$3,360.00 $45,694.44 $42,334.44 3.2426%$3,360.00 $45,694.44 $2,000,000Fidelity Capital Markets●$2,000,0004.00%$6,800.00 $52,222.22 $45,422.22 3.4791%BNYMellon Capital Markets●$2,000,0004.50%$7,577.00 $58,750.00 $51,173.00 3.9196%Crews & Associates, Inc.●$2,000,0004.35%$4,760.00 $56,791.67 $52,031.67 3.9854%Newburyport Five Cents Savings Bank $2,000,0004.57%$0.00 $59,663.89 $59,663.89 4.5700%Award Totals$3,360.00 $45,694.44 $2,000,000Weighted Average Net Interest Cost: 3.2426%Hilltop Securities Inc.FA: Peter Frazier11/29/2022269736_1.xlsx
J. Raymond Miyares Thomas J. Harrington Christopher H. Heep Donna M. Brewer Jennie M. Merrill
Bryan Bertram Ivria Glass Fried Alexandra B. Rubin Ethan B. Dively Maurica D. Miller Rian R. Holmquest Andrew N. Bettinelli Christopher L. Brown
November 29, 2022
Via email only
Reading Select Board
16 Lowell Street
Reading, MA 01867
Re: Holiday Display
Dear Members of the Select Board:
The Select Board recently voted to install a display during the holiday season to show its
support for diversity and inclusion within the community. Since this vote, the Board has received
questions on the legality of its actions. As described in detail below, the United States Supreme
Court’s decision in Allegany v. American Civil Liberties Union Greater Pittsburgh Chapter, 492 U.S. 573
(1989) supports the Board’s ability to make a secular statement around the holiday season in the
form of a Christmas tree and menorah.
There are two issues to consider when evaluating this matter: (1) whether the Board has
expressed government speech or created a forum for private speech; and (2) whether the Board has
violated the Establishment Clause of the United States Constitution. I will address each in turn.
Government Speech. It is important to determine whether the Board, by seeking
to place the display, is speaking as the government. There is not a bright line rule to determine
whether something is government speech. In Shurtleff v. City of Boston, 596 U.S. __, 142 S. Ct.
1583, 1589 (2022), the U.S. Supreme Court stated that the determination is “not mechanical; it is
driven by a case’s context rather than the rote application of rigid factors.” The Court also noted
that past cases “have looked to several types of evidence to guide the analysis, including: the history
of the expression at issue; the public’s likely perception as to who (the government or a private
person) is speaking; and the extent to which the government has actively shaped or controlled the
expression.” Id. at 1589-90.
Here, the decision to install the holiday display came from the government, and not
pursuant to an application process.1 The Select Board, on its own, determined that installing the
display was necessary to convey its commitment to diversity and inclusivity and to show that
Reading is a welcoming Town. The Board also voted to place a sign near the display clarifying the
intent. At all times, the Town will maintain ownership and direct control over the display.2
Therefore, it is my opinion that a court would find the Town’s actions to be government speech.
It is worth nothing that the public cannot force the government to speak in any particular
manner. The Court in Shurtleff summarized:
When the government wishes to state an opinion, to speak for the
community, to formulate policies, or to implement programs, it
naturally chooses what to say and what not to say. That must be true
for government to work. Boston could not easily congratulate the
Red Sox on a victory were the city powerless to decline to
simultaneously transmit the views of disappointed Yankees fans. The
Constitution therefore relies first and foremost on the ballot box, not
on rules against viewpoint discrimination, to check the government
when it speaks.
Shurtleff, 142 S.Ct. at 1589. Simply because others may wish the government to speak in a
particular way, does not compel the government to do so.
Reading has a permit process for individuals who seek to erect free-standing structures on
the Town Common.3 If an individual wishes to erect a structure or hold an event on the Town
Common, that person must apply to do so. Were an individual to apply through the permit process
to use the Town Common, the Town would then review the application in a content neutral
manner.4
1 Cf., Shurtleff, supra (flags flown on a city owned flagpole were found to be private speech where flags were selected
based on a public application process).
2 See, Pleasant Grove City, Utah v. Summun, 555 U.S. 460 (2009) (city ownership a critical factor in finding that the
erection of a monument constituted government speech); Walker v. Texas Division, Sons of Confederate Veterans, Inc., 576
U.S. 200 (2015) (state maintained direct control over license plate design demonstrated government speech);
compare, Shurtleff, supra (city did not own the flags flown supported the position that flying the flag was not
government speech).
3 This permit process applies to requests to erect structures and it does not apply to or limit an individual’s right to
travel to the common and speak, hold a sign, or engage in similar activity to express any message of that individual’s
choosing.
4 The Select Board may impose content neutral, time, place, and manner restrictions on the use of the Town
Common by the public. I encourage the Select Board to revisit its current policy to ensure that it reflects current legal
precedent.
Establishment Clause. The second issue is whether erecting the holiday display
violates the Establishment Clause of the Constitution, which states that “Congress shall make no
law respecting an establishment of religion or prohibiting the free exercise thereof.” The Supreme
Court’s applicable “test” and standards for evaluating Establishment Clause cases are not
particularly clear and continue to evolve.5 The Supreme Court has previously used the so-called
“Lemon test” (Lemon v. Kurtzman, 403 US. 602 (1971)), requiring a three-prong analysis.6 More
recently, the U.S. Supreme Court has stated that that the courts should look instead to “historical
practices and understandings” relative to the symbols at issue when conducting an Establishment
Clause analysis. Kennedy v. Bremerton School Dist., 597 U.S. __, 142 S. Ct. 2407, 2428 (2022).
Nevertheless, there is a Supreme Court case with a similar set of facts to Reading’s situation
such that Reading’s proposed display likely does not violate the Establishment Clause of the
Constitution. In Allegany v. American Civil Liberties Union, the Court upheld the erection of a
menorah display, finding that the menorah did not constitute an impermissible endorsement of
religion, especially when displayed next to a Christmas tree and a sign saluting liberty. Writing for
the majority, Justice Blackmun noted the historical and cultural significance of the menorah:
Chanukah, like Christmas, is a cultural event as well as a religious
holiday… Also, Chanukah, like Christmas, is a winter holiday;
according to some historians, it was associated in ancient times with
the winter solstice. Just as some Americans celebrate Christmas
without regard to its religious significance, some nonreligious
American Jews celebrate Chanukah as an expression of ethnic
identity, and as a cultural or national event, rather than as a specifically
religious event.
492 U.S. at 585 (citations omitted). In evaluating another municipality’s display of a Christmas tree
and menorah, the U.S. Supreme Court recognized the symbolism of the image and the
appropriateness of the menorah, alongside the Christmas tree, during the winter season as a
cultural symbol that has been around for decades. We therefore have no less than a case from the
5 E.g., American Atheists, Inc. v. Davenport, 637 F.3d 1095, 1117 (10th Cir. 2010) (“courts have struggled mightily to
articulate when government action has crossed the constitutional line.”).
6 The Lemon Test comprised of three parts, each a requirement for state action to be deemed constitutional: (1) the
law or action must have a secular purpose, (2) the primary effect of the law or action must not infringe on or
promote religion, and (3) the law or action should not unduly entangle government with religion. The test has also
often been referred to as an “endorsement” test (Lynch v. Donnelly, 465 U.S. 668 (1984)). The U.S. Supreme Court
has abandoned the Lemon Test. Kennedy, 142 S. Ct. at 2427.
U.S. Supreme Court to inform us that this type of display can be found to comply with the
Establishment Clause.7
The Select Board considered the installation of the menorah on two occasions. During the
first meeting, the Board discussed the menorah being installed to support the message of diversity,
acceptance, and inclusion. A Board member examined the secular history of the menorah and its
long-standing cultural significance, referencing the decision in Allegany. See, Town of Greece, N.Y. v.
Galloway, 572 U.S. at 577 (“A test that would sweep away what has so long been settled would
create new controversy and begin anew the very division along religious lines that the
Establishment Clause seeks to prevent.”). The Board met again the next week and re-affirmed its
commitment to the secular message of inclusion during this winter season. In that vein, the Board
voted to display a menorah, alongside a Christmas tree and a sign identifying the purpose behind
the display. At no point did the Board state its intent was to endorse any one religion. It is also
worth noting that the placement of the display is a passive act that does not require or even invite
participation of members of the public in any religious activity.8
Finally, it is important to point out that we can never say that the Town will not be sued
because of any action it takes, including this one. Constitutional law is not a rigid jurisprudence,
and it often reflects decision-making that can generate passionate opinions. As I observed during
our meeting, it is possible that someone could choose to sue the Town over this display. As I also
advised in that meeting and discussed above, the U.S. Supreme Court’s decision in Allegheny gives
strong support for the opinion that Reading’s display is legally permissible.
Sincerely,
Ivria Glass Fried
7 See Town of Greece, N.Y. v. Galloway, 572 U.S. 565, 583 (2014) (finding that a sectarian prayer read at the start of a
town board meeting does not violate the Establishment Clause “where it is meant to lend gravity to the occasion and
reflect values long part of the Nation’s heritage.”); see also, Van Orden v. Perry, 545 U.S. 677, 690 (2005) (“Simply
having religious content or promoting a message consistent with a religious doctrine does not run afoul of the
Establishment Clause.”).
8 See, Van Orden, supra (finding that the display of a monument inscribed with the Ten Commandments on the Texas
State Capitol did not violate the Establishment Clause in part because the display was passive); compare, Lee v.
Weisman, 505 U.S. 577, 587 (1992) (finding that a non-sectarian prayer to be given at the start of a graduation by a
clergy man or rabbi violated the Establishment Clause because participation and attendance at the event was
required).
Community Engagement and Planning:
Reading Center for Active Living (ReCal)
Key Findings and Recommendations
Commissioned by the Town of Reading
Caitlin Coyle, PhD, Ceara Somerville, MS, & Beth Rouleau, MS
Center for Social & Demographic Research on Aging
Gerontology Institute
University of Massachusetts Boston
Acknowledgments
This project would not have been possible without support from:
❖Jean Delios, Assistant Town Manager
❖Genevieve Fiorente, Community Services Director
❖Kevin Bohmiller, former Community Services Director & Veteran’s
Services Officer
❖The Reading Center for Active Living Committee (ReCalc)
❖The Council on Aging (COA)
❖All the residents who took time to participate in forums, focus groups,
and the survey
Background & Purpose
•This project was commissioned by the Town of Reading to “guide a
public engagement and planning process for how the community
should be moving forward with future needs for programming space,
either for a new senior center or a community center” (RFQ)
•The final report is meant to:
•Inform actions of the Reading Center for Active Living Committee (ReCalc),
appointed in 2021
•Inform planning of programs and services provided by the Pleasant Street
Center
•Raise awareness of the needs of Reading residents among both the community
at large and other municipal departments and organizations that work on
behalf of the community
Progress to-date
Reading Senior Center opens
at the Pleasant Street center
location
1991
Reading Senior Center
changes its name to the
Pleasant Street Center in hopes
of attracting more participation
~2015
UMass Boston Gerontology
Institute is consulted for
recommendations about the
Pleasant Street Center space
2017
Town of Reading appoints
ReCalc to develop plans for the
future of the Pleasant Street
Center
2021
Town hires UMass Boston
Gerontology Institute to
engage the community re:
their preferences and needs
relating to the Pleasant Street
Center
2022
Project overview
3 Community forums (April and June, n=177)
4 focus groups (June and July, n=51)
Community Survey 18+ (September, n=1,470)
Components of
the Assessment
Current age distribution in Reading
Age Category Number Percentage
Under age 18 6,187 24%
Age 18 to 49 8,758 35%
Age 50 to 59 3,803 15%
Age 60 to 79 5,266 21%
Age 80 and older 1,222 5%
Total 25,236 100%
Source: American Community Survey, 2016-2020, Table B01001. Numbers are calculated from 5-year survey
estimates.
By 2030, 29% of Reading’s population will be 60+
64%59%58%
16%
15%13%
15%21%23%
5%5%6%
2010 2020 2030*
Under age 50 Age 50 to 59 Age 60 to 79 Age 80 and older
2010 Total: 24,747 2030 Projected Total: 27,4092020 Total: 25,236
Key Findings:
Residents value living in Reading and want to stay
here…
88%
7%
5%
Do you plan to stay in Reading for the
next 5 years or more?
Yes, I plan to stay in
Reading in my
current home
Yes, I plan to stay in
Reading but would
move to a smaller
home or apartment
No, I plan to move
out of Reading
46%
35%
12%
7%
How important is it to you to remain living
in Reading as you get older?
Very
important
Somewhat
important
Slightly
important
Not at all
important
...but need support
“If/when I lose the
ability to drive. How
will I get around in my
community. How will I
be able to get to a store,
visit friends, attend
medical appointments.”
“Concerned that
we will be priced
out of Reading
with increased
taxes, electric and
water bills.”
“Having support from the
community in order to stay in
my home. I wish there was a
group which aided in handyman
projects, medical transportation
and more social activities.”
•1,234 respondents (84%) provided a response to
“What are your greatest concerns about your ability
to continue living in Reading as you get older”
Half reported
affordability and
cost of living as a
challenge
About 20%
identified concerns
about having the
resources to
maintain health,
independence, and
social engagement
A quarter of respondents are concerned about
quality of roads and sidewalks, walkability, parking,
and limited transportation options other than driving
Space and Location Preferences
33%: Senior
center for 60+
48%: All-ages
community center,
designated
space/programs for 60+
10%: No
preference
9%: Other
Most preferred scenario for a new
senior/community center
32%:
Downtown
area
10%: Outside
of downtown
43%: No
preference
15%: Other
Preferred location for a new
senior/community center
Preferred scenario, by age group
11%
21%
36%
49%
57%
72%
54%
45%
36%
30%
8%
12%
10%
9%
10%
9%
13%
9%
6%
3%
0%10%20%30%40%50%60%70%80%90%100%
Age 18-49
Age 50-59
Age 60-69
Age 70-79
Age 80+
A Senior Center for residents age 60+
An all-ages Community Center including designated space and programming for residents age 60+
I have no preference
Other (please specify):
827 respondents expanded
on their selected preference:
21% suggested a community
center would be an
opportunity for community
cohesion & inclusion
•Sharing experiences,
knowledge, and skills
across generations and
backgrounds
A quarter identified
important attributes of a
community or senior center
•Parking
•Variety of programming
•Adaptable space
•Have some separate space
and programming by age
Expressed some resistance
to new building and
development (19%)
•Concerns about added cost
and competing town
expenses
•Perception that town can
make use of and repurpose
existing resources
“I think that community centers allow people of all
ages to interact and take classes and allow people
of similar age groups to mingle on their own. I
assume that the elderly want to spend time with
one another in this type of setting but also want to
feel a part of their community.”
Support based on potential tax
burden consistent across age groups
6%
6%
2%
4%
7%
14%
31%
30%
34%
30%
30%
30%
17%
15%
14%
20%
19%
12%
24%
23%
26%
26%
22%
21%
12%
13%
14%
11%
11%
12%
10%
13%
10%
9%
11%
11%
All ages
Age 18-49
Age 50-59
Age 60-69
Age 70-79
Age 80+
N/A, I am not responsible for paying property taxes at this time
No increase; I would only support a new building if it came at no additional cost to residents
Less than $100 per year
$100 - $200 per year
$201 - $300 per year
$301+ per year
“If you have to raise
taxes to build one -it's
not worth it to me as I
won't be able to afford
to live in this town to
use it”
Top ranked indoor spaces, by age
All ages Age 18-49 Age 50-59 Age 60-69 Age 70-79 Age 80+
43%-68%42%-68%47%-67%42%-67%46%-69%50%-69%
Multipurpose space for small group activities (e.g.,
book club, meetings, card games)1 1 1 1 1 1
Indoor exercise space for classes (e.g., yoga, Zumba,
Pilates)2 2 2 2 2 3
Multipurpose space for large group activities (e.g.,
concerts, lectures, parties)3 5 3 3 3 4
Café or “drop in” food space 4 5 4 5
Kitchen and dining space 5 5 4 2
Dedicated arts and crafts space (e.g., painting, fiber
arts, pottery equipment)4 4
Space for games (e.g., mah-jongg, bridge, chess)
and billiards 3
Lobby or lounge space for informal socializing 5
Top ranked outdoor spaces, by age
All ages Age 18-49 Age 50-59 Age 60-69 Age 70-79 Age 80+
34%-69%33%-62%30%-68%34%-73%31%-77%24%-80%
Benches or comfortable outdoor seating 1 2 1 1 1 1
Picnic tables/outdoor dining space 2 1 2 2 2 2
Grass area for lawn games (e.g., bocce, cornhole,
croquet)3 3 3 3 4 4
Gardening area 4 4 4 4 5 5
A walking/running track 5 5 5 3 3
Team exercise space (e.g., basketball, tennis, or
baseball fields, pickleball courts)
Playground
Swimming pool
Splash pad 5
Outdoor exercise space (e.g., outdoor gym
equipment)
Top ranked accessibility features, by age
All ages Age 18-49 Age 50-59 Age 60-69 Age 70-79 Age 80+
47-66%48-63%49-62%46-68%48-78%42-81%
No or little cost to participate in programs 1 1 1 1 2 2
Ample parking 2 5 2 2 1 1
The facility being open in the evenings and
on weekends 3 2 3 3
Enough space for multiple programs to be
running simultaneously 4 4 4 5 3 5
Door to door transportation to and from
the new center 5 5 4 4 3
Programming that integrated residents of
all ages 3
Dedicated space for older residents 5 4
If a new senior or community center was developed,
how likely would you or members of your household
be to use the facility?
69%59%57%
72%77%80%
19%
25%24%
15%
16%15%
12%16%19%13%7%5%
0%
20%
40%
60%
80%
100%
All ages Age 18-49 Age 50-59 Age 60-69 Age 70-79 Age 80+
Very or somewhat likely Unsure Somewhat or very unlikely
Key Findings & Recommendations
There is support for additional community
gathering space, but more information is needed
Continue to
provide information
through a variety of
methods, including
print, and web-
based
Consider additional
opportunities for
resident feedback as
the ReCal project
continues
Strategies to
improve
communications
Consider
conducting open
houses or
community-wide
events at the
Pleasant Street
Center to
demonstrate that
it has maxed out
its capacity
Strategies to
improve
awareness of and
need for ReCalc
Residents want
to know how
this fits into the
existing network
of resources in
the community
Develop an inventory of existing programs and
services available to Reading residents
Consider resources by need (e.g., social
services, healthcare, recreation) and age
Document existing relationships with other
organizations that serve Reading
Consider regular meetings among organizations
(e.g., the library, the Y, the PSC, Parks and
Recreation, etc.) to improve collaboration and
coordination of programs and services
Cultivating an accessible and inclusive
environment is necessary
•Night and weekend operations
•Scheduling to accommodate different responsibilities
and commitments (e.g., school, work)
Establish appropriate
hours of operation
•Adequate parking spots
•Satellite parking lot with shuttle transportation
•Accessible via MBTA services
•Develop door-to-door transportation services
Consider a multi-
feature approach to
transportation to
improve accessibility:
•Consult existing resources for key design principles,
available through the Massachusetts Age-and
Dementia Friendly Integration Toolkit | Mass.gov
Develop infrastructure
from an inclusive
design perspective
Older residents are open to the idea of an all -
ages community center, but value having their
own space and experiences with peers
Maintain some separate
space, programs, and
services for older residents
Maintain core programs
and services provided
through Elder & Human
Services
Maintain adequate access
to food/nutrition services
for older residents
Ensure that older residents
have designated lounge
and social space
Consider the development
of inter-generational
programming , in
partnership with other
town resources (e.g.,
schools, the library)
Residents want to access space to participate
in a variety of activities, including
Small group
or
independent
activities,
such as book
clubs, games,
arts and
crafts
Exercise
classes
Outdoor
areas to relax
or for light
activity (e.g.,
lawn games,
walking)
Regular
opportunity
to share a
meal with
others (e.g.,
congregate
meals, café
area)
Informal
gathering and
socialization
Sufficient capacity to meet the wide array
of resident needs and interests is essential
Include large rooms that can accommodate many participants and that can
be divided into multiple smaller rooms
Account for classrooms and program rooms that have the technology for
audio and visual presentations and also the capability to receive
participants who are participating virtually
Secure adequate private office spaces for staff to conduct 1-1 appointments
with residents
Confirm ample staffing levels and appropriate positions to adequately serve
residents
Thank you!
Caitlin Coyle, PhD
Director, Center for Social & Demographic Research on Aging
University of Massachusetts Boston
Caitlin.coyle@umb.edu
Office of Equity and Social Justice
Reading Public Library
Select Board Presentation
Dec 6, 2022.
Today’s Presentation
1.Office of Equity and Social Justice (OESJ): mission, approach, best practices
2.Areas of focus: events, advising, partnerships, networking
3.How does OESJ function?
4.Some community ideas/suggestions
5.OESJ Goals for 2023
6.Partners and Allies for Inclusive Reading (PAIR): an introduction
7.PAIR’s working groups: Education, Communication, Resources/Partnerships
8.How does PAIR function?
9.PAIR Goals for 2023
10.Some engagement ideas for Select Board
OESJ Mission
•Diversity-Embrace and celebrate all the ways we differ-
that includes but is not limited to age, national origin,
religion, disability, sexual orientation, socioeconomic status,
language, and any other identifiers that make one individual
or group different from another.
•Equity-All having the opportunity to fully participate-fair
treatment, access, opportunity, and advancement for all
people, while at the same time trying to identify and
eliminate barriers that have historically prevented the full
participation of some individuals or groups.
•Inclusion/Belonging-All feel welcomed and valued-creating
environments in which any individual or group can be and
feel welcomed, respected, represented, supported, and
valued to fully participate.
•Access-Of any and all abilities-creating spaces and practices
so everyone feels included regardless of physical,
intellectual, linguistic abilities.
The Office of Equity and Social Justice
is a town-wide shared service which
will provide education, support and
resources aimed at making Reading
an inclusive, diverse and accessible
town for all.
DEIA Approach in Reading
An advisory and supporting role to facilitate community education and
best practices across the municipality
•DESJ is point person for information and advising on best practices and resources
•Not enforcing, but encouraging awareness and education around DEIA
•Supporting other departments, boards, staff and leaders
•Community resource to learn and engage through respectful dialogue and behavior
OESJ Best Practices
•Process based on facts/data
•DEIA is broadly defined and issues are strategically prioritized based on community needs, and
to avoid duplication
•Collaborative and cooperative approach with other town stakeholders
•Aimed at building inclusive processes and organizational climate
•Responsive and open to feedback
Areas of Focus
•Educational Events and Programs
•Resources and Advising
•Partnerships and Relationship building
•Networking and Professional Development
Educational Events and Programs
•Four annual townwide events-2022/2023-
Juneteenth, Native American Heritage Month, MLK
Day, Autism Acceptance Month
•Provide supplemental support to other DEI
themed/community events in and around town-
Reading Pride, RPL Rainbow Run, Fall Street Fair, New
Resident Open House
•Design a model for community education-Reading
Reflect
•Provide programming design and support to other
departments and stakeholders-Parent university with
RMHS; allyship and diversity training with UUCR
Offer events and programs
that humanize and celebrate
one another and encourage
civil dialogue and education
around issues of diversity,
equity and inclusion
Resources and Advising
Strategies Reading Public Library Reading Town Departments Reading Public Schools
Workforce and
Staff Training
•Cross cultural dialogue training
•Equitable hiring practices
•Advising on communication
•Allyship training
•Training
•Equitable hiring practices
•Staff retention
•District-wide training
•Student focus groups
•Equitable hiring practices
•Staff retention
Program design
and process
review
•Multilingual Storytime
•Bill Russell Documentary Screening
•New Resident Open House 2022
•Affordable Housing Production
Plan
•RECALC Survey feedback
•Sports day/Open House with
Reading Rec
•RMHS Parent workshops on
difficult conversations
Expanding
community
outreach and
input
•Community office hours
•Reading Rhythm newsletter
•DEI Community Compact Needs
Assessment 2023
•Consultation on expanding
community outreach initiatives
•Inclusive communication with
multilingual families
•Partner networks for adaptive
programs/rec
•Community initiatives for
families from Boston
Preliminary
Conversations
In Progress
Completed
Partnerships and Relationship building
•Create and activate a community-wide advisory/working
group-Partners and Allies for Inclusive Reading (PAIR)
•Open dialog with key stakeholders and future
collaborators-town departments; community
organizations; residents and students, parent networks,
sports community
•Create connection spaces-PAIR socials, women’s
leadership lunches for town employees
•Connect PAIR and other volunteers to existing town
resources: Reading Cares, Food Pantry, Burbank-YMCA,
Rotary and Lion’s Clubs, sports organizations
Build bridges to connect all
voices in meaningful and civil
dialog, while also strategically
amplifying voices from
traditionally marginalized
communities
Partnerships and Relationship building
OESJ/PAIR Active Collaborators
Town Departments
Public Services
Pleasant Street Center
Reading Rec
Planning Division
Reading Public Schools
Reading Police Department
Reading Public Library
Community Networks and
Organizations
Special Education Parent
Network (SEPAC)
Reading Cares
Reading Clergy Association
Student Clubs at RMHS-GSA,
SOCA, Disabled Students Union
Coalition of US (CATO)
The Flourish Collective
Understanding Disabilities (UD)
Public Boards and Committees
School Committee
Select Board
Board of Health
Networking and Professional
Development
•Connect with neighborhood towns and
municipalities -Winchester Social Justice Network,
Wakefield and Stoneham Human Rights Commissions,
North Reading Human Rights and Disability Commissions
•Connect Reading to state resources and best practices
through peer networks-Mass Human Rights Coalition,
Mass DEI Coalition, MAPC
•Connect the Office of Equity and Social Justice to
national professional DEI organizations-American
Association of Access, Equity and Diversity
Explore outside perspectives
and acknowledge that
discrimination and
bias do not have borders
Community needs/suggestions
Ideas from the community include, but are not limited to:
Support for residents-seniors, low-income, disabled persons, non-English speaking families
•Inclusive and adaptive recreational opportunities for those with disabilities
•Socialization and networking for seniors
•Intergenerational/fun meet-ups
•Provide language access for non-English speaking families
Ideas for Schools
•Resources for parents to have equity/social justice conversations with kids
•LGBTQ+ inclusive education
•Fostering sense of belonging for racial/ethnic minority students
•Diverse health education-including physical and intellectual disabilities
Community needs/suggestions
Ideas from the community include, but are not limited to:
Community Education
•Help with skills to start tough dialogues
•More and better publicized adult education on DEIA issues
•Community education series for overlooked historical figures from marginalized
backgrounds-in and outside Reading.
Community building and addressing political divide
•Speakers and artists and fun activities that are a catalyst for interactions and
relationship building
•Restore civil dialogue and culture
•Collecting peoples' stories “lived experiences” and sharing opportunities
•Go to events together as a group
Emerging Process
•Document concerns/feedback/ideas as data
•Identify existing Stakeholders
•Examine feasibility for undertaking and/or interest in collaboration
•Identify short-term and long-term outcomes, share DEIA best practices
•Collaboratively develop plans and programs
•Implement
•Gather feedback and review
•Repeat process with results to reinforce successes and create change
Continuous improvement cycle with incremental, measurable change
Coming Up: OESJ
2023
•Events Pipeline: MLK Day,
Autism/Neurodiversity Acceptance Month
•Community Compact Grant
•PAIR Holiday Party! Everyone is welcome ☺
RSVPs required
Partners and Allies for Inclusive Reading (PAIR)
Cross-community alliance for Reading for All
•Non partisan/non advocacy space: creating opportunities for friendships to
grow through collaborative learning!
•Setting the foundation of empathetic listening, mutual trust and learning,
and humanizing one another
•Invite new members, town and board liaisons to join to conversation!
•Identify short-term and long-term outcomes and opportunities for
partnership with the larger community
PAIR Working Groups
EDUCATION
Assess educational needs of
the group and the wider
community
Develop/provide
educational resources and
program ideas
COMMUNICATION
Develop PAIR’s
communication and
community outreach
strategies
RESOURCES &
PARTNERSHIPS
Identifying stakeholders
and potential partnerships
Resources/Grants
Events
Programs
Behavioral/Policy shifts
Area of Focus: Events
Autism/Neurodiversity Acceptance Month, Pride, Juneteenth
Education Working Group
(EWG)
Communications Working
Group (CWG)
Resources Working Group
(RWG)
•What are some learning goals
for PAIR?
•What are some creative
models of public
engagement?
•What is PAIR’s
communication strategy for
events-advertise and
review?
•How can we disperse
information through targeted
outreach?
•Who is our target audience
and attendees?
•Who should we be
partnering with? How?
Case 1: EWG for Neurodiversity Acceptance Month
Objective 1 Learning Goals Objective 2 Public engagement ideas
•What are some learning
goals you want to
identify?
⮚What are some aspects
and facets of
neurodiversity
⮚What are some
challenges for
neurodiverse persons in
society
⮚What support/resources
are available to
parents/adults
•What are some creative
models of public
engagement?
⮚Temple Grandin’s work
followed by discussion
⮚Jordyn Zimmerman
movie
⮚Invite public to submit
what they would be
interested in via Reading
Rhythm
Case 2: RWG for Pride Month
Objective 1 Target Audience for
Pride
Objective 2 Potential partners for
Pride
•Who is our target
audience and
attendees?
⮚Everyone is welcome!
☺
•Who should we be
partnering with?
How?
⮚RMHS GSA
⮚Town Manager-RPD-
Reading Coalition-
CRO-RPL-Reading Rec
⮚Trevor Project
⮚Mass Equality
⮚UUCR
⮚Boston Alliance of Gay
Sports
Case 3: CWG for Juneteenth
Objective 1 Communication Strategy
for Juneteenth
Objective 2 Information channels for
Juneteenth
•What is PAIR’s
communication
strategy for events-
advertise and review?
⮚Hard + Online copies
⮚Personal
stories/interviews
⮚Highlight informational
background in Reading
Rhythm
•How can we disperse
information through
targeted outreach?
⮚Newsletters
⮚Flyers
⮚Facebook
⮚Patch
PAIR 2023
Overarching Goal: Partnership/Allyship
•What does it mean to be allies? How
can we be allies?
•How can community partners and
organizations be partners/allies?
•Partnership opportunities for town
liasons and departments?
•How do we respond to community
concerns as allies?
Thematic Goals (include but not limited to)
•How to be allies to BIPOC
•How to be allies to socio-economically
marginalized populations
•How to be allies to the LGBTQ+ community
•How to be allies to seniors
•How to be allies to persons with disabilities
Select Board Engagement Ideas
DIEA Education and
Training
“I would like to learn
more about…”
Thought Partnership
“Is this
policy/proposal/process
equitable/inclusive for
everyone?”
“How do I make this
policy/proposal/process
equitable/inclusive?”
Community Engagement
“I would like to better
understand community
needs regarding DEIA in
Reading”
Group
discussion/facilitation/t
raining
“ What are some DEIA
best practices that SB
could adopt?”
2022 DRAFT - SELECT BOARD AGENDAS 2022
11/30/2022
Staff
Responsibility
Estimated
start time
December 7, 2002 Wednesday
Review Town Department FY24 budgets
Public Services Delios
Administrative Services Kraunelis
Public Safety - Fire/EMS Burns
Police/Dispatchers Clark
Public Health Solarin
Public Works & Enterprise Funds Kinsella
December 13, 2022 Tuesday
Review Town Department FY24 budgets
Public Library Lannon
Facilities Huggins
Finance Angstrom
Shared Costs Angstrom/Maltez
Budget Summary Maltez
Future Meetings - Agenda Items
VASC Policy Changes and Recommendations VASC
Discuss Early Sunday Hours at Recreational
Fields & Parks Rec Comm
Discuss/Vote to adopt Birch Meadow Master
Plan (discuss with Town Counsel in advance) Rec Comm
Public Safety Quarterly updates Landry/ Dockser
Air BnB update CPDC
Update on 186 Summer Ave / Review of Select
Board role (consult with Town Counsel) Town Counsel
Discuss Police Department Policies with respect
to Police Reform Legislation & Department
Accreditation Landry/ Dockser
Discuss and Approve Flag Policy Board
Discuss Tree Lawn Pesticide Policy BOH
2022 DRAFT - SELECT BOARD AGENDAS 2022
11/30/2022
Staff
Responsibility
Estimated
start time
Recurring Agenda Items
Close Warrant: Annual Town Meeting March 3/1/2022
Close Warrant: Subsequent Town Meeting September 9/27/2022
Appoint Town Accountant March Annual
HEARING Approve Classification & Compensation May Annual
Appointments of Boards & Committees May/June Annual
HEARING Approve Tax Classification October Annual
HEARING Approve Licenses December Annual
Liaison: RCTV members Report Annual
Liaison: CAB (RMLD) member Report Annual
Liaison: MAPC member Report Annual
Liaison: Reading Housing Authority Report Annual
Liaison: Reading Ice Arena Report Annual
Town Accountant Report Qtrly
Economic Development Director Semi-ann
Parking/Traffic/Transportation Task Force
Town Board & Committee visits
Town Department visits
Review Select Board Goals
Review Town Manager Goals
2023
DRAFT - SELECT BOARD
AGENDAS
Staff
Responsibility
January 10, 2023 Tuesday
January 24, 2023 Tuesday
February 7, 2023 Tuesday
February 21, 2023 Tuesday
March 7, 2023 Tuesday
March 21, 2023 Tuesday
April 4, 2023 TOWN ELECTION
April 18, 2023 Tuesday
April 24, 2023 ANNUAL TOWN MEETING
April 27, 2023 ANNUAL TOWN MEETING
May 1, 2023 ANNUAL TOWN MEETING
May 4, 2023 ANNUAL TOWN MEETING
May 9, 2023 Tuesday
May 23, 2023 Tuesday
June 6, 2023 Tuesday
June 20, 2023 Tuesday
July 11, 2023 Tuesday
August 1, 2023 Tuesday
August 22, 2023 Tuesday
September 12, 2023 Tuesday
September 26, 2023 Tuesday
October 10, 2023 Tuesday
October 24, 2023 Tuesday
November 7, 2023 Tuesday
November 13, 2023 SUBSEQUENT TOWN MEETING
November 16, 2023 SUBSEQUENT TOWN MEETING
November 20, 2023 SUBSEQUENT TOWN MEETING
November 21, 2023 Tuesday
Novmeber 27, 2023 SUBSEQUENT TOWN MEETING
December 5, 2023 Tuesday
Vote to approve annual licenses
(delegated to TM Office)
Vote to approve Liquor Licenses
December 6, 2023 Wednesday
Department Budget Presentations
December 12, 2023 Tuesday
Department Budget Presentations