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    Florida House of Representatives - 2001              CS/HB 281

        By the Committee on Colleges & Universities and
    Representatives Alexander and Lynn





  1                      A bill to be entitled

  2         An act relating to financing for private

  3         not-for-profit institutions of higher

  4         education; creating the "Higher Educational

  5         Facilities Financing Act"; providing

  6         legislative findings and declarations;

  7         providing definitions; creating the Higher

  8         Educational Facilities Financing Authority;

  9         providing for membership of the authority;

10         providing for its powers; providing criteria

11         for and covenants relating to the authorization

12         of the issuance of notes and revenue bonds not

13         obligating the full faith and credit of the

14         authority, any municipality, the state, or any

15         political subdivision thereof; providing for

16         loans from revenue bonds to participating

17         institutions; providing for the validation of

18         revenue bonds; providing for trust funds and

19         remedies of bondholders; providing for a tax

20         exemption; providing for agreement of the

21         state; providing other powers and authorities

22         incident thereto; requiring reports and audits;

23         amending s. 196.012, F.S.; providing that

24         institutions funded by the Higher Educational

25         Facilities Financing Act are educational

26         institutions for purposes of state taxation;

27         providing an effective date.

28

29  Be It Enacted by the Legislature of the State of Florida:

30

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  1         Section 1.  Short title.--Sections 1-28 of this act may

  2  be cited as the "Higher Educational Facilities Financing Act."

  3         Section 2.  Findings and declarations.--It is the

  4  purpose of sections 1-28 of this act to provide a measure of

  5  assistance and an alternative method enabling private

  6  institutions of higher education of this state to provide the

  7  facilities and structures that they need and to enable those

  8  institutions to coordinate their budgetary needs with the

  9  timing of receipt of tuition revenues.

10         Section 3.  Definitions.--As used in sections 1-28 of

11  this act, the term:

12         (1)  "Authority" or "educational facilities authority"

13  means the public corporation created by sections 1-28 of this

14  act.

15         (2)  "Real property" includes all lands, including

16  improvements and fixtures thereon, and any such property

17  appurtenant thereto, or used in connection therewith, and

18  every estate, interest, and right, legal or equitable,

19  therein, including terms for years and liens by way of

20  judgment, mortgage, or otherwise and the indebtedness secured

21  by such liens. This definition does not affect the

22  classification of property as real property or tangible

23  personal property for purposes of ad valorem taxation under

24  chapters 192 and 193, Florida Statutes, or sales and use

25  taxation under chapter 212, Florida Statutes.

26         (3)  "Project" means a dormitory, student service

27  facility, parking facility, administration building, academic

28  building, or library and includes a loan in anticipation of

29  tuition revenues by an institution of higher education, as

30  defined in subsection (6).

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  1         (4)  "Cost," as applied to a project or any portion

  2  thereof financed under sections 1-28 of this act, includes all

  3  or any part of the cost of construction and acquisition of all

  4  lands, structures, real property, rights, rights-of-way,

  5  franchises, easements, and interests acquired or used for a

  6  project; the cost of demolishing or removing any buildings or

  7  structures on land so acquired, including the cost of

  8  acquiring any lands to which the buildings or structures may

  9  be removed; the cost of all machinery and equipment, financing

10  charges, and interest before, during, and for a period of 30

11  months after completion of the construction; provisions for

12  working capital, reserves for principal, interest, and rebate;

13  provisions for extensions, enlargements, additions, and

14  improvements; the cost of engineering, financial, and legal

15  services; the cost of plans, specifications, studies, surveys,

16  estimates of costs and revenues, administrative expenses,

17  expenses necessary to determining the feasibility or

18  practicability of constructing the project; and other expenses

19  necessary for constructing and acquiring the project,

20  financing the construction, and placing the project in

21  operation. In the case of a loan in anticipation of tuition

22  revenues, the term "cost" means the amount of the loan in

23  anticipation of revenues which does not exceed the amount of

24  tuition revenues anticipated to be received by the borrowing

25  institution of higher education in the 1-year period following

26  the date of the loan, plus costs related to the issuance of

27  the loan, or the amount of the bonds, the proceeds of which

28  fund the loans and any related cost of debt service, reserve

29  funds, and rebate associated therewith.

30         (5)  "Bond" or "revenue bond" means a revenue bond of

31  the authority issued under sections 1-28 of this act,

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  1  including a revenue refunding bond, notwithstanding that it

  2  may be secured by mortgage or the full faith and credit of a

  3  participating institution of higher education or any other

  4  lawfully pledged security of a participating institution of

  5  higher education.

  6         (6)  "Institution of higher education" means an

  7  independent nonprofit college or university which is located

  8  in and chartered by the state; which is accredited by the

  9  Commission on Colleges of the Southern Association of Colleges

10  and Schools; which grants baccalaureate degrees; and which is

11  not a state university or state community college.

12         (7)  "Participating institution" means an institution

13  of higher education, as defined in subsection (6), that

14  undertakes the financing and construction or acquisition of a

15  project or undertakes the refunding or refinancing of

16  obligations or of a mortgage or of advances as provided in and

17  permitted by sections 1-28 of this act.

18         (8)  "Loan in anticipation of tuition revenues" means a

19  loan to an institution of higher education under circumstances

20  in which tuition revenues anticipated to be received by the

21  institution in any budget year are estimated to be

22  insufficient at any time during the budget year to pay the

23  operating expenses or other obligations of the institution in

24  accordance with the budget of the institution.

25         Section 4.  Creation of Higher Educational Facilities

26  Financing Authority.--

27         (1)  There is created a public body corporate and

28  politic to be known as the Higher Educational Facilities

29  Financing Authority. The authority is constituted as a public

30  instrumentality and the exercise by the authority of the

31  powers conferred by sections 1-28 of this act is considered to

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  1  be the performance of an essential public function. Chapters

  2  119 and 286, Florida Statutes, apply to the authority.

  3         (2)  The authority shall consist of five members to be

  4  appointed by the Governor, subject to confirmation by the

  5  Senate. One member shall be a trustee, director, officer, or

  6  employee of an institution of higher education. Of the members

  7  first appointed, one shall serve for 1 year, one for 2 years,

  8  one for 3 years, one for 4 years, and one for 5 years, and in

  9  each case until his or her successor is appointed and has

10  qualified. Thereafter, the Governor shall appoint for terms of

11  5 years each a member or members to succeed those whose terms

12  expire. The Governor shall fill any vacancy for an unexpired

13  term. A member of the authority is eligible for reappointment.

14  Any member of the authority may be removed by the Governor for

15  misfeasance, malfeasance, or willful neglect of duty. Each

16  member of the authority before entering upon his or her duties

17  shall take and subscribe to the oath or affirmation required

18  by the State Constitution. A record of each oath must be filed

19  in the office of the Department of State and with the

20  authority.

21         (3)  The authority shall annually elect one of its

22  members as chair and one as vice chair, and shall also appoint

23  an executive director who is not a member of the authority and

24  who serves at the pleasure of the authority and receives

25  compensation as fixed by the authority. The authority may

26  contract for the services of an executive director.

27         (4)  The executive director shall keep a record of the

28  proceedings of the authority and shall be custodian of all

29  books, documents, and papers filed with the authority and of

30  the minute book or journal of the authority and of its

31  official seal. He or she may cause copies to be made of all

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  1  minutes and other records and documents of the authority and

  2  may give certificates under the official seal of the authority

  3  to the effect that the copies are true copies, and all persons

  4  dealing with the authority may rely upon those certificates.

  5         (5)  A majority of the members of the authority

  6  constitutes a quorum, and the affirmative vote of a majority

  7  of the members present at a meeting of the authority is

  8  necessary for any action taken by the authority. A vacancy in

  9  the membership of the authority does not impair the right of a

10  quorum to exercise all the rights and perform all the duties

11  of the authority. Any action taken by the authority under

12  sections 1-28 of this act may be authorized by resolution at

13  any regular or special meeting, and each resolution shall take

14  effect immediately and need not be published or posted.

15         (6)  The members of the authority shall receive no

16  compensation for the performance of their duties, but each

17  member is entitled to reimbursement as provided in s. 112.061,

18  Florida Statutes, for necessary expenses incurred while

19  engaged in the performance of his or her duties.

20         (7)  The authority is assigned to the Department of

21  Education for administrative purposes.

22         Section 5.  Powers of the authority.--The purpose of

23  the authority is to assist institutions of higher education in

24  constructing, financing, and refinancing projects throughout

25  the state and, for this purpose, the authority may:

26         (1)  Exercise all powers granted to corporations under

27  the Florida Business Corporation Act, chapter 607, Florida

28  Statutes.

29         (2)  Have perpetual succession as a body politic and

30  corporate and adopt bylaws for the regulation of its affairs

31  and the conduct of its business.

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  1         (3)  Adopt an official seal and alter the same at its

  2  pleasure.

  3         (4)  Maintain an office at any place in the state that

  4  it may designate.

  5         (5)  Sue and be sued in its own name, and plead and be

  6  impleaded.

  7         (6)  Make and execute financing agreements, leases, as

  8  lessee or as lessor, contracts, deeds, and other instruments

  9  necessary or convenient in the exercise of the powers and

10  functions of the authority, including contracts with persons,

11  firms, corporations, federal and state agencies, and other

12  authorities, which state agencies and other authorities are

13  authorized to enter into contracts and otherwise cooperate

14  with the authority to facilitate the financing, construction,

15  leasing, or sale of any project or the institution of any

16  program; engage in sale-leaseback, lease-purchase,

17  lease-leaseback, or other undertakings and provide for the

18  sale of certificates of participation incident thereto; and

19  enter into interlocal agreements in the manner provided in s.

20  163.01, Florida Statutes.

21         (7)  Determine the location and character of any

22  project to be financed under sections 1-28 of this act and

23  may:

24         (a)  Construct, reconstruct, maintain, repair, and

25  lease the project as lessee or lessor.

26         (b)  Enter into contracts for any of those purposes.

27         (c)  Designate a participating institution as its agent

28  to determine the location and character of a project

29  undertaken by a participating institution under sections 1-28

30  of this act and, as the agent of the authority, construct,

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  1  reconstruct, maintain, repair, own, and lease the project as

  2  lessee or lessor.

  3         (8)  Issue bonds, bond anticipation notes, and other

  4  obligations of the authority for any of its corporate

  5  purposes, including the provision of funds to pay all or any

  6  part of the cost of any project and to fund or refund the cost

  7  of any project as provided in sections 1-28 of this act.

  8         (9)  Establish rules for the use of a project or any

  9  portion thereof and designate a participating institution as

10  its agent to establish rules for the use of a project

11  undertaken by the participating institution.

12         (10)  Employ consulting engineers, architects,

13  attorneys, accountants, construction and financial experts,

14  superintendents, managers, and other employees and agents as

15  necessary, and fix their compensation.

16         (11)  Receive and accept from any public agency loans

17  or grants for or in aid of the construction of a project or

18  any portion thereof, and receive and accept loans, grants,

19  aid, or contributions from any source of money, property,

20  labor, or other things of value, to be held, used, and applied

21  only for the purposes for which the loans, grants, aid, and

22  contributions are made.

23         (12)  Mortgage any project and the site thereof for the

24  benefit of the holders of revenue bonds issued to finance

25  projects or those providing credit for that purpose.

26         (13)  Make loans to any participating institution for

27  the cost of a project, including a loan in anticipation of

28  tuition revenues, in accordance with an agreement between the

29  authority and the participating institution. However, a loan

30  may not exceed the total cost of the project as determined by

31  the participating institution and approved by the authority.

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  1         (14)  Make loans to a participating institution to

  2  refund outstanding obligations, mortgages, or advances issued,

  3  made, or given by the participating institution for the cost

  4  of a project.

  5         (15)  Charge to and equitably apportion among

  6  participating institutions its administrative costs and

  7  expenses incurred in the exercise of the powers and duties

  8  conferred by sections 1-28 of this act.

  9         (16)  Contract with an entity as its agent to assist

10  the authority in screening applications of institutions of

11  higher education for loans under sections 1-28 of this act and

12  receive any recommendations the entity may make.

13         (17)  Do all things necessary or convenient to carry

14  out the purposes of sections 1-28 of this act.

15         Section 6.  Payment of expenses.--All expenses incurred

16  in carrying out sections 1-28 of this act are payable solely

17  from funds provided under the authority of sections 1-28 of

18  this act, and the authority may not incur any liability or

19  obligation beyond the extent to which moneys have been

20  provided under sections 1-28 of this act.

21         Section 7.  Acquisition of real property.--The

22  authority may directly, or by and through a participating

23  institution as its agent, acquire by purchase or lease solely

24  from funds provided under sections 1-28 of this act, or by

25  gift or devise, any lands, structures, real property, rights,

26  rights-of-way, franchises, easements, and other interests in

27  lands, including lands lying underwater and riparian rights,

28  which are located within the state as it considers necessary

29  or convenient for the construction or operation of a project,

30  upon terms and at prices that are considered by it to be

31  reasonable and that can be agreed upon between it and the

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  1  owner thereof, and to take title thereto in the name of the

  2  authority or in the name of a participating institution as its

  3  agent or as an owner and borrower.

  4         Section 8.  Conveyance of title or interest to

  5  participating institutions.--When the principal of and

  6  interest on revenue bonds of the authority issued to finance

  7  the cost of a particular project or projects at a

  8  participating institution, including any revenue refunding

  9  bonds issued to refund and refinance the revenue bonds, have

10  been fully paid and retired, or when adequate provision has

11  been made to pay fully and retire them, and all other

12  conditions of the resolution or trust agreement authorizing

13  and securing the revenue bonds have been satisfied and the

14  lien of the resolution or trust agreement has been released in

15  accordance with the provisions thereof, the authority shall

16  promptly execute deeds and conveyances necessary and required

17  to convey title to the project or projects to the

18  participating institution, free and clear of all liens and

19  encumbrances.

20         Section 9.  Criteria and requirements.--In undertaking

21  any project under sections 1-28 of this act, the authority

22  shall be guided by and shall observe the following criteria

23  and requirements:

24         (1)  The project, in the determination of the

25  authority, is appropriate to the needs and circumstances of,

26  and shall make a significant contribution to the purposes of,

27  the authority and sections 1-28 of this act as set forth in

28  the findings and declarations, and shall serve a public

29  purpose by advancing the prosperity and general welfare of the

30  state and the public.

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  1         (2)  A financing agreement for a project may not be

  2  entered into with a participating institution that is not

  3  financially responsible and fully capable of and willing to

  4  fulfill its obligations under the financing agreement,

  5  including the obligations to make payments in the amounts and

  6  at the times required; to operate, repair, and maintain at its

  7  own expense the project owned or leased; and to serve the

  8  purposes of sections 1-28 of this act and any other

  9  responsibilities that may be imposed under the financing

10  agreement. In determining the financial responsibility of the

11  participating institution, consideration must be given to the

12  party's ratio of current assets to current liabilities; net

13  worth; endowments; pledges; earning trends; coverage of all

14  fixed charges; the nature of the project involved; its

15  inherent stability; any guarantee of the obligations by some

16  other financially responsible corporation, firm, or person;

17  means by which the bonds are to be marketed to the public; and

18  other factors determinative of the capability of the

19  participating institution, financially and otherwise, to

20  fulfill its obligations consistently with the purposes of

21  sections 1-28 of this act.

22         (3)  Adequate provision must be made for the operation,

23  repair, and maintenance of the project at the expense of the

24  participating institution and for the payment of principal of

25  and interest on the bonds.

26         (4)  The costs to be paid from the proceeds of the

27  bonds are costs of a project within the meaning of sections

28  1-28 of this act, except for payments included in the purposes

29  for which revenue refunding bonds may be issued under sections

30  1-28 of this act.

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  1         Section 10.  Approval required to issue bonds.--The

  2  authority is created for the purpose of promoting higher

  3  education and issuing bonds on behalf of the state, and the

  4  Governor may approve any bonds issued by the authority which

  5  require approval under federal law.

  6         Section 11.  Notes of authority.--The authority may

  7  issue its negotiable notes for any corporate purpose and renew

  8  any notes by the issuance of new notes, whether the notes to

  9  be renewed have or have not matured. The authority may issue

10  notes partly to renew notes or to discharge other obligations

11  then outstanding and partly for any other purpose. The notes

12  may be authorized, sold, executed, and delivered in the same

13  manner as bonds. Any resolution authorizing notes of the

14  authority or any issue thereof may contain any provisions that

15  the authority is authorized to include in any resolution

16  authorizing revenue bonds of the authority or any issue

17  thereof, and the authority may include in any notes any terms,

18  covenants, or conditions that it is authorized to include in

19  any bonds. All the notes must be payable solely from the

20  revenues of the project to be financed, subject only to any

21  contractual rights of the holders of any of its notes or other

22  obligations then outstanding.

23         Section 12.  Revenue bonds.--

24         (1)  The authority may issue its negotiable revenue

25  bonds for any corporate purpose, including the provision of

26  funds to pay all or any part of the cost of any project. In

27  anticipation of the sale of revenue bonds, the authority may

28  issue negotiable bond anticipation notes and may renew them

29  from time to time, but the maximum maturity of any note,

30  including renewals thereof, may not exceed 5 years following

31  the date of issue of the original note. The notes must be paid

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  1  from any revenues of the authority available therefor or of

  2  the project and not otherwise pledged, or from the proceeds of

  3  sale of the revenue bonds of the authority in anticipation of

  4  which they were issued. The notes must be issued in the same

  5  manner as the revenue bonds. The notes and the resolution

  6  authorizing them may contain any provisions, conditions, or

  7  limitations that a bond resolution of the authority may

  8  contain.

  9         (2)  The revenue bonds and notes of every issue must be

10  payable solely out of revenues of the authority, including the

11  provision of funds of the participating institution to pay all

12  or any part of the cost of any project, subject only to any

13  agreements with the holders of particular revenue bonds or

14  notes pledging any particular revenues. Notwithstanding that

15  revenue bonds and notes may be payable from a special fund,

16  they are for all purposes negotiable instruments, subject only

17  to the provisions of the revenue bonds and notes for

18  registration.

19         (3)  The revenue bonds may be issued as serial bonds or

20  as term bonds, or the authority may issue bonds of both types.

21  The revenue bonds must be authorized by resolution of the

22  authority; must bear the date of issuance, the date of

23  maturity, not exceeding 50 years from issuance, and the

24  interest rate of the bonds, which may be a variable rate,

25  notwithstanding any limitation in other laws relating to

26  maximum interest rates; must be payable at a specified time;

27  must be in specified denominations; and must be in specified

28  form, carry registration privileges, be executed in a

29  specified manner, be payable in lawful money of the United

30  States at a specified place, and be subject to the terms of

31  redemption, as the resolution provides. Pending preparation of

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  1  the definitive bonds, the authority may issue interim receipts

  2  or certificates that may be exchanged for the definitive

  3  bonds. In case any officer whose signature, or a facsimile of

  4  whose signature, appears on any bonds or coupons ceases to be

  5  that officer before the delivery of the bonds, the signature

  6  or facsimile is nevertheless valid and sufficient for all

  7  purposes as if he or she had remained in office until

  8  delivery. The authority may also provide for the

  9  authentication of the bonds by a trustee or fiscal agent. The

10  bonds may be issued in coupon form or in registered form, or

11  both, as the authority determines. Provision may be made for

12  the registration of any coupon bonds as to principal alone and

13  also as to both principal and interest; for the reconversion

14  into coupon bonds of any bonds registered as to both principal

15  and interest; and for the interchange of registered and coupon

16  bonds.

17         (4)(a)  The authority may sell such bonds at such price

18  or prices as it may determine to be in the best interest of

19  the state or of the participating institution on behalf of

20  which such bonds are issued, but no such sale shall be made at

21  an average net interest cost rate in excess of the interest

22  rate limitation set forth in s. 215.84(3), Florida Statutes,

23  provided, however, that such bonds may be sold at a reasonable

24  discount to par not to exceed 3 percent.  This limitation on

25  discount does not apply to the portion of the discount that

26  constitutes original issue discount.

27         (b)  All of such bonds shall be sold at public sale at

28  such place or places within the state as the authority shall

29  determine to receive proposals for the purchase of such bonds.

30  Notice of such sale shall be published at least once at least

31  10 days prior to the date of sale in one or more newspapers or

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  1  financial journals published within or without the state and

  2  shall contain such terms as the authority shall deem advisable

  3  and proper under the circumstances, provided that if no bids

  4  are received at the time and place called for by such notice

  5  of sale, or if all bids received are rejected, such bonds may

  6  again be offered for public sale by competitive bid or

  7  negotiated sale, as provided herein, upon a shorter period of

  8  reasonable notice provided for by resolution of the authority.

  9  However, unless the public sale by competitive bid of such

10  bonds is required by law, the authority may, by resolution

11  adopted at a public meeting, determine that a negotiated sale

12  of such bonds is in the best interest of the authority, and

13  may negotiate for sale of such bonds to any underwriter

14  designated by the authority.

15         1.  In the resolution authorizing the negotiated sale,

16  the authority shall provide specific findings as to the

17  reasons requiring the negotiated sale.

18         2.  A resolution authorizing a negotiated bond sale may

19  be the same resolution as that authorizing the issuance of

20  such bonds.

21         (c)  All proposals for the purchase of any bonds

22  offered for sale by the authority shall be opened in public.

23  When competitively bid, bonds shall be awarded to the lowest

24  bidder by the official of the authority as provided in the

25  resolution authorizing the issuance of the bonds.  The basis

26  of award of a competitive bid may be either the lowest net

27  interest cost or the lowest true interest cost, as set forth

28  in the resolution authorizing the issuance or sale of the

29  bonds.

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  1         (5)  Any resolution authorizing any revenue bonds may

  2  contain provisions, which are a part of the contract with the

  3  holders of the revenue bonds to be authorized, as to:

  4         (a)  Pledging of all or any part of the revenues of a

  5  project or any revenue-producing contract made by the

  6  authority with any individual, partnership, corporation, or

  7  association or other body, public or private, to secure the

  8  payment of the revenue bonds or of any particular issue of

  9  revenue bonds, subject to any agreements with bondholders as

10  may then exist.

11         (b)  The rentals, fees, and other charges to be

12  charged, and the amounts to be raised in each year thereby,

13  and the use and disposition of the revenues.

14         (c)  The setting aside of reserves or sinking funds and

15  the regulation and disposition thereof.

16         (d)  Limitations on the right of the authority or its

17  agent to restrict and regulate the use of the project.

18         (e)  Limitations on the purpose to which the proceeds

19  of sale of any issue of revenue bonds then or thereafter to be

20  issued may be applied and the pledging of the proceeds to

21  secure the payment of the revenue bonds or any issue of the

22  revenue bonds.

23         (f)  Limitations on the issuance of additional bonds,

24  the terms upon which additional bonds may be issued and

25  secured, and the refunding of outstanding bonds.

26         (g)  The procedure, if any, by which the terms of any

27  contract with bondholders may be amended or abrogated,

28  including the amount of bonds the holders of which must

29  consent thereto and the manner in which consent may be given.

30

31

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  1         (h)  Limitations on the amount of moneys derived from

  2  the project to be expended for operating, administrative, or

  3  other expenses of the authority.

  4         (i)  The acts or omissions to act that constitute a

  5  default in the duties of the authority to holders of its

  6  obligations and provisions for the rights and remedies of the

  7  holders in the event of a default.

  8         (j)  The mortgaging of or granting of a security

  9  interest in the project or the site thereof for the purpose of

10  securing the bondholders.

11         (6)  Neither the members of the authority nor any

12  person executing the revenue bonds or notes is liable

13  personally on the revenue bonds or notes or is subject to any

14  personal liability or accountability by reason of the issuance

15  thereof.

16         (7)  The authority may purchase its bonds or notes out

17  of any funds available therefor. The authority may hold,

18  pledge, cancel, or resell the bonds, subject to and in

19  accordance with agreements with bondholders.

20         (8)  Incident to its powers to issue bonds and notes,

21  the authority may enter into interest rate swap agreements,

22  collars, caps, forward securities purchase agreements, delayed

23  delivery bond purchase agreements, and any other financial

24  agreements considered to be in the best interest of the

25  authority.

26         Section 13.  Covenants.--Any resolution authorizing the

27  issuance of bonds may contain any covenants the authority

28  considers advisable, including those provisions set forth in

29  section 12(5), and all those covenants constitute valid and

30  legally binding and enforceable contracts between the

31  authority and the bondholders, regardless of the time of

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  1  issuance thereof. The covenants may include, without

  2  limitation, covenants concerning the disposition of the bond

  3  proceeds; the use and disposition of project revenues; the

  4  pledging of revenues and assessments; the obligations of the

  5  authority with respect to the operation of the project and the

  6  maintenance of adequate project revenues; the issuance of

  7  additional bonds; the appointment, powers, and duties of

  8  trustees and receivers; the acquisition of outstanding bonds

  9  and obligations; restrictions on the establishment of

10  competing projects or facilities; restrictions on the sale or

11  disposal of the assets and property of the authority; the

12  maintenance of deposits to assure the payment of the bonds

13  issued under sections 1-28 of this act; acceleration upon

14  default; the execution of necessary instruments; the procedure

15  for amending or abrogating covenants with the bondholders; and

16  any other covenants considered necessary for the security of

17  the bondholders.

18         Section 14.  Validation.--Bonds issued pursuant to this

19  act may be validated in the manner provided by law through

20  proceedings instituted by the authority under chapter 75,

21  Florida Statutes.  In actions to validate bonds to be issued

22  pursuant to this act, the complaint shall be filed in the

23  circuit court of the county where the seat of state government

24  is situated or, in the discretion of the authority, in the

25  circuit court of the county where the project is to be

26  situated.  The notice required to be published by s. 75.06,

27  Florida Statutes, shall be published only in the county where

28  the complaint is filed, and the complaint and order of the

29  circuit court shall be served only on the state attorney of

30  the circuit in which the action is pending.

31

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  1         Section 15.  Act furnishes full authority for issuance

  2  of bonds.--Sections 1-28 of this act constitute full authority

  3  for the issuance of bonds and the exercise of the powers of

  4  the authority provided in sections 1-28 of this act. Any bonds

  5  issued by the authority are not secured by the full faith and

  6  credit of the state and do not constitute an obligation,

  7  either general or special, of the state.

  8         Section 16.  Security of bondholders.--In the

  9  discretion of the authority, any revenue bonds issued under

10  sections 1-28 of this act may be secured by a trust agreement

11  by and between the authority and a corporate trustee or

12  trustees, which may be any trust company or bank having the

13  powers of a trust company within or without the state. The

14  trust agreement or the resolution providing for the issuance

15  of revenue bonds may pledge or assign the revenues to be

16  received or the proceeds of any contract or contracts pledged

17  and may convey or mortgage the project or any portion thereof.

18  The trust agreement or resolution providing for the issuance

19  of revenue bonds may contain provisions for protecting and

20  enforcing the rights and remedies of the bondholders as may be

21  reasonable and proper and not in violation of law, including

22  particularly those provisions specifically authorized by

23  sections 1-28 of this act to be included in any resolution of

24  the authority authorizing revenue bonds. Any bank or trust

25  company incorporated under the laws of this state or of any

26  other state or the United States which may legally act as

27  depository of the proceeds of bonds or of revenues or other

28  moneys or security may furnish indemnifying bonds or pledge

29  securities required by the authority, if any. Any trust

30  agreement may set forth the rights and remedies of the

31  bondholders and of the trustee or trustees, and may restrict

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  1  the individual right of action by bondholders. In addition,

  2  any trust agreement or resolution may contain any other

  3  provisions the authority considers reasonable and proper for

  4  the security of the bondholders. All expenses incurred in

  5  carrying out the trust agreement or resolution may be treated

  6  as a part of the cost of the operation of a project.

  7         Section 17.  Payment of bonds.--Revenue bonds issued

  8  under sections 1-28 of this act are not a debt or liability of

  9  the authority, any municipality, the state, or any political

10  subdivision thereof, and are not a pledge of the faith and

11  credit of the state, the authority, any municipality, or any

12  political subdivision thereof, but are payable solely from

13  revenues of the authority pertaining to the project relating

14  to the issue; payments by participating institutions of higher

15  education, banks, insurance companies, or others under letters

16  of credit or purchase agreements; investment earnings from

17  funds or accounts maintained under the bond resolution;

18  insurance proceeds; loan funding deposits; proceeds of sales

19  of education loans; proceeds of refunding obligations; and

20  fees, charges, and other revenues of the authority from the

21  project. All revenue bonds must contain on the face thereof a

22  statement to the effect that neither the authority nor any

23  municipality, the state, or any political subdivision thereof

24  is obligated to pay the bond or the interest thereon except

25  from revenues of the project or the portion thereof for which

26  they are issued, and that neither the faith and credit nor the

27  taxing power of the authority, any municipality, the state, or

28  any political subdivision thereof is pledged to the payment of

29  the principal of or the interest on the bonds. The issuance of

30  revenue bonds under sections 1-28 of this act may not

31  directly, indirectly, or contingently obligate the authority,

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  1  any municipality, the state, or any political subdivision

  2  thereof to levy or to pledge any form of taxation therefor or

  3  to make any appropriation for their payment.

  4         Section 18.  Rates, rents, fees, and charges.--

  5         (1)  The participating institution may fix, revise,

  6  charge, and collect rates, rents, fees, and charges for the

  7  use of and for the services furnished or to be furnished by

  8  each project and may contract with any person, partnership,

  9  association, corporation, or other body, public or private, in

10  respect thereof. The rates, rents, fees, and charges must be

11  fixed and adjusted in respect of the aggregate of rates,

12  rents, fees, and charges from the project so as to provide

13  funds sufficient with other revenues, if any, to:

14         (a)  Pay the cost of maintaining, repairing, and

15  operating the project and each portion thereof, to the extent

16  that the payment of the cost has not otherwise been adequately

17  provided for.

18         (b)  Pay the principal of and the interest on

19  outstanding revenue bonds of the authority issued in respect

20  of the project as the bonds become due and payable.

21         (c)  Create and maintain reserves required or provided

22  for in any resolution authorizing, or trust agreement

23  securing, the revenue bonds of the authority.

24         (2)  A sufficient amount of the revenues derived in

25  respect of a project, except the part of the revenues

26  necessary to pay the cost of maintenance, repair, and

27  operation and to provide reserves and provide for renewals,

28  replacements, extensions, enlargements, and improvements

29  provided for in the resolution authorizing the issuance of any

30  revenue bonds of the authority or in the trust agreement

31  securing them, must be set aside at regular intervals as

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  1  provided in the resolution or trust agreement in a sinking or

  2  other similar fund that is hereby pledged to, and charged

  3  with, the payment of the principal of and the interest on the

  4  revenue bonds as they become due and the redemption price or

  5  the purchase price of bonds retired by call or purchase as

  6  therein provided. The pledge must be valid and binding from

  7  the time when the pledge is made. The rates, rents, fees,

  8  charges, and other revenues or other moneys so pledged and

  9  thereafter received by the participating institution must

10  immediately be subject to the lien of the pledge without any

11  physical delivery thereof or further act, and the lien of any

12  pledge is valid and binding as against all parties having

13  claims of any kind in tort, contract, or otherwise against the

14  authority, irrespective of whether the parties have notice

15  thereof. Neither the resolution nor any trust agreement by

16  which a pledge is created need be filed or recorded except in

17  the records of the authority.

18         (3)  The use and disposition of moneys to the credit of

19  a sinking or other similar fund must be subject to the

20  resolution authorizing the issuance of the bonds or of the

21  trust agreement. Except as otherwise provided in the

22  resolution or the trust agreement, the sinking or other

23  similar fund must be a fund for all revenue bonds issued to

24  finance projects at a particular institution of higher

25  education without distinction or priority of one over another.

26  However, the authority in any resolution or trust agreement

27  may provide that the sinking or other similar fund be the fund

28  for a particular project at a participating institution and

29  for payment of the revenue bonds issued to finance that

30  project, and may, additionally, permit and provide for the

31  issuance of revenue bonds having a subordinate lien in respect

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  1  of the security authorized to other revenue bonds of the

  2  authority, and, in such case, the authority may create

  3  separate sinking or other similar funds in respect of the

  4  subordinate lien bonds.

  5         Section 19.  Trust funds.--All moneys received under

  6  sections 1-28 of this act, whether as proceeds from the sale

  7  of bonds or as revenues, are considered to be trust funds to

  8  be held and applied solely as provided in sections 1-28 of

  9  this act. Any officer with whom, or any bank or trust company

10  with which, the moneys are deposited shall act as trustee of

11  the moneys and shall hold and apply them for the purposes of

12  sections 1-28 of this act, subject to the provisions of

13  sections 1-28 of this act and the resolution authorizing the

14  bonds of any issue or the trust agreement securing the bonds.

15         Section 20.  Remedies of bondholders.--Any holder of

16  revenue bonds issued under sections 1-28 of this act or any of

17  the coupons appertaining thereto, and the trustee or trustees

18  under any trust agreement, except to the extent the rights

19  given may be restricted by any resolution authorizing the

20  issuance of, or any such trust agreement securing, the bonds

21  may, either at law or in equity, by suit, action, mandamus, or

22  other proceedings, protect and enforce any rights under the

23  laws of the state or granted hereunder or under the resolution

24  or trust agreement, and may enforce and compel the performance

25  of all duties required by sections 1-28 of this act or by the

26  resolution or trust agreement to be performed by the authority

27  or by any officer, employee, or agent thereof, including the

28  fixing, charging, and collecting of the rates, rents, fees,

29  and charges authorized and required by the provisions of the

30  resolution or trust agreement to be fixed, established, and

31  collected.

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  1         Section 21.  Tax exemption.--The exercise of the powers

  2  granted by sections 1-28 of this act is in all respects for

  3  the benefit of the people of this state. Because the operation

  4  and maintenance of a project by the authority or a

  5  participating institution constitutes the performance of an

  6  essential public function, neither the authority nor a

  7  participating institution is required to pay any taxes or

  8  assessments upon or in respect of a project or any property

  9  acquired or used by the authority or a participating

10  institution under sections 1-28 of this act or upon the income

11  therefrom, and any bonds issued under sections 1-28 of this

12  act, any security therefor, their transfer, and the income

13  therefrom, including any profit made on the sale thereof, and

14  all notes, mortgages, security agreements, letters of credit,

15  or other instruments that arise out of or are given to secure

16  the repayment of bonds issued in connection with a project

17  financed under sections 1-28 of this act, shall at all times

18  be free from taxation by the state or any local unit,

19  political subdivision, or other instrumentality of the state.

20  The exemption granted by this section is not applicable to any

21  tax imposed by chapter 220, Florida Statutes, on interest,

22  income, or profits or on debt obligations owned by

23  corporations.

24         Section 22.  Refunding bonds.--

25         (1)  The authority may provide for the issuance of

26  revenue bonds of the authority for the purpose of refunding

27  any revenue bonds of the authority then outstanding, including

28  the payment of any redemption premium thereon and any interest

29  accrued or to accrue to the earliest or subsequent date of

30  redemption, purchase, or maturity of the revenue bonds, and,

31  if considered advisable by the authority, for the additional

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  1  purpose of paying all or any part of the cost of constructing

  2  and acquiring additions, improvements, extensions, or

  3  enlargements of a project or any portion thereof.

  4         (2)  The proceeds of any revenue bonds issued for the

  5  purpose of refunding outstanding revenue bonds may be applied

  6  to the purchase or retirement at maturity or redemption of the

  7  outstanding revenue bonds on their earliest or any subsequent

  8  redemption date or upon the purchase or at the maturity

  9  thereof and may, pending the application, be placed in escrow

10  to be applied to the purchase or retirement at maturity or

11  redemption on the date determined by the authority.

12         (3)  Any escrowed proceeds, pending use, may be

13  invested and reinvested in direct obligations of the United

14  States, or in certificates of deposit or time deposits secured

15  by direct obligations of the United States, or in other

16  investments as the resolution authorizing the issuance and

17  sale of the bonds or the trust agreement provides, maturing at

18  the time or times as is appropriate to assure the prompt

19  payment, as to principal, interest, and redemption premium, if

20  any, of the outstanding revenue bonds to be refunded. The

21  interest, income, and profits, if any, earned or realized on

22  any such investment may also be applied to the payment of the

23  outstanding revenue bonds to be so refunded. After the terms

24  of the escrow have been fully satisfied and carried out, any

25  balance of the proceeds and interest, income, and profits, if

26  any, earned or realized on the investments thereof may be

27  returned to the authority or to the participating institution

28  for use by it in any lawful manner.

29         (4)  The portion of the proceeds of any revenue bonds

30  issued for the additional purpose of paying all or any part of

31  the cost of constructing and acquiring additions,

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  1  improvements, extensions, or enlargements of a project may be

  2  invested and reinvested in direct obligations of the United

  3  States, or in certificates of deposit or time deposits secured

  4  by direct obligations of the United States, or other

  5  investments as the resolution authorizing the issuance and

  6  sale of the bonds or the trust agreement provides, maturing

  7  not later than the time or times when the proceeds will be

  8  needed for the purpose of paying all or any part of the cost.

  9  The interest, income, and profits, if any, earned or realized

10  on the investment may be applied to the payment of all or any

11  part of the cost or may be used by the authority or the

12  participating institution in any lawful manner.

13         (5)  All refunding revenue bonds are subject to

14  sections 1-28 of this act in the same manner and to the same

15  extent as other revenue bonds issued under sections 1-28 of

16  this act.

17         Section 23.  Legal investment.--Bonds issued by the

18  authority under sections 1-28 of this act are made securities

19  in which all public officers and public bodies of the state

20  and its political subdivisions, and all insurance companies,

21  trust companies, banking associations, investment companies,

22  executors, administrators, trustees, and other fiduciaries may

23  properly and legally invest funds, including capital in their

24  control or belonging to them. The bonds are made securities

25  that may properly and legally be deposited with and received

26  by any state or municipal officer or any agency or political

27  subdivision of the state for any purpose for which the deposit

28  of bonds or obligations of the state is now or may hereafter

29  be authorized by law.

30         Section 24.  Reports; audits.--

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  1         (1)  The authority shall submit to the Governor and the

  2  presiding officers of each house of the Legislature, within 2

  3  months after the end of its fiscal year, a complete and

  4  detailed report setting forth:

  5         (a)  Its operations and accomplishments.

  6         (b)  Its receipts and expenditures during its fiscal

  7  year in accordance with the categories or classifications

  8  established by the authority for its operating and capital

  9  outlay purposes.

10         (c)  Its assets and liabilities at the end of its

11  fiscal year and the status of reserve, special, or other

12  funds.

13         (d)  A schedule of its bonds outstanding at the end of

14  its fiscal year, together with a statement of the principal

15  amounts of bonds issued and redeemed during the fiscal year.

16         (e)  Any other information the authority deems

17  appropriate.

18         (2)  The authority shall submit, with the annual report

19  required by this section, a copy of an annual financial audit

20  of its accounts and records and an annual compliance audit of

21  its programs conducted by an independent certified public

22  accountant and performed in accordance with generally accepted

23  auditing standards and government auditing standards.

24         (3)  The Auditor General may, pursuant to his or her

25  own authority or at the direction of the Legislative Auditing

26  Committee, conduct an audit of the authority or any programs

27  or entities created by the authority.

28         Section 25.  State agreement.--The state agrees with

29  the holders of any obligations issued under sections 1-28 of

30  this act, and with those parties who may enter into contracts

31  with the authority under sections 1-28 of this act, that the

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  1  state will not limit or alter the rights vested in the

  2  authority until the obligations, together with the interest

  3  thereon, are fully met and discharged and the contracts are

  4  fully performed on the part of the authority. However,

  5  sections 1-28 of this act do not preclude any limitation or

  6  alteration if adequate provision is made by law for the

  7  protection of the holders of the obligations of the authority

  8  or those entering into contracts with the authority. The

  9  authority may include this pledge and undertaking for the

10  state in any obligations or contracts.

11         Section 26.  Alternative means.--Sections 1-28 of this

12  act provide an additional and alternative method for the doing

13  of the things authorized, and shall be regarded as

14  supplemental and additional to powers conferred by other laws;

15  but, except as otherwise specifically provided in sections

16  1-28 of this act, the issuance of notes, certificates of

17  participation, revenue bonds, and revenue refunding bonds

18  under sections 1-28 of this act need not comply with the

19  requirements of any other law applicable to the issuance of

20  bonds or such obligations. Except as otherwise expressly

21  provided in sections 1-28 of this act, the powers granted to

22  the authority under sections 1-28 of this act are not subject

23  to the supervision or regulation of, and do not require the

24  approval or consent of, any municipality or political

25  subdivision or any commission, board, body, bureau, official,

26  or agency thereof or of the state.

27         Section 27.  Liberal construction.--Sections 1-28 of

28  this act shall be liberally construed to effectively carry out

29  their purpose.

30

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  1         Section 28.  Act controlling.--To the extent that

  2  sections 1-28 of this act are inconsistent with any general

  3  statute or special act or part thereof, sections 1-28 control.

  4         Section 29.  Subsection (5) of section 196.012, Florida

  5  Statutes, is amended to read:

  6         196.012  Definitions.--For the purpose of this chapter,

  7  the following terms are defined as follows, except where the

  8  context clearly indicates otherwise:

  9         (5)  "Educational institution" means a federal, state,

10  parochial, church, or private school, college, or university

11  conducting regular classes and courses of study required for

12  eligibility to certification by, accreditation to, or

13  membership in the State Department of Education of Florida,

14  Southern Association of Colleges and Schools, or the Florida

15  Council of Independent Schools; a nonprofit private school the

16  principal activity of which is conducting regular classes and

17  courses of study accepted for continuing postgraduate dental

18  education credit by a board of the Division of Medical Quality

19  Assurance; educational direct-support organizations created

20  pursuant to ss. 229.8021, 240.299, and 240.331; and facilities

21  located on the property of eligible entities which will become

22  owned by those entities on a date certain; and institutions of

23  higher education, as defined under and participating in the

24  Higher Educational Facilities Financing Act.

25         Section 30.  This act shall take effect upon becoming a

26  law.

27

28

29

30

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