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8.A. - Page 4 of 51 Bond Documents and Responsibilities Under Federal Securities Laws As the issuer of the refunding bonds, the Authority's Commission Members will approve the primary financing documents and have responsibility over the entire preliminary official statement. The documents to be reviewed and approved by the City are: 1. Appendix A to the Official Statement, which contains financial and operating information relating to the City 2. The Continuing Disclosure Certificate, which states what operating and financial information the City will disclose to investors in future years and by what dates this information will be made available 3. Fourth Amendment to the Financing Agreement to allow the issuance of the refunding bonds. A portion of Appendix A which relates to Redwood City and that portion of the preliminary official statement under the caption "CERTAIN PARTICIPATING MEMBER RISK FACTORS," excluding, however, any information under such caption that refers specifically to another Member (together, the City Portion) is of particular importance for each member of the City's Council to review. City Council should review the City Portion of the preliminary official statement and may question staff and consultants to make sure members feel comfortable that it includes correct and material facts relating to the City. The preliminary official statement must include all facts that would be material to an investor in the refunding bonds. Material information is information that would have a substantial likelihood of actual significance in the deliberations of a reasonable investor in deciding whether to buy or sell the refunding bonds. The City Portion has been reviewed and approved for transmittal to the City Council by staff and its financing team. The City has procedures in place for collecting and disseminating information required in the Continuing Disclosure Certificate and the City's Continuing Disclosure Policy requires that the Council's responsibilities be outlined in the staff report. Responsibilities of City Council City Council members shall receive a copy of the Preliminary Official Statement prior to its distribution. The SEC has issued guidance as to the duties of the City Council with respect to its approval of a Preliminary Official Statement. In its "Report of Investigation in the Matter of County of Orange, California as it Relates to the Conduct of the Members of the Board of Supervisors" (Release No. 36761 / January 24, 1996) ("Orange County Release"), the SEC indicated that, if a member of a city council has knowledge of any facts or circumstances that an investor would want to know about prior to investing in bonds to be issued by the city, whether relating to their repayment, tax-exempt status, undisclosed conflicts of interest with interested parties, or otherwise, he or she should endeavor to discover whether such facts are adequately disclosed in the Preliminary Official Statement. In the Orange County Release, the SEC indicated that the steps that a member of a city council could take include becoming familiar with the Preliminary Official Statement and questioning city staff and consultants about the disclosure of such facts. If the city council concludes that the Preliminary Official Statement includes all facts that would be material to an investor in the bonds to be issued by the City, it shall adopt a resolution that authorizes staff of the City to execute a certificate to the effect that the Preliminary Official Statement has been "deemed final." $53,860,000 of SVCW's 2014 bonds remain outstanding. The interest rates range from 4.20% to 5.00%, and the bonds can be redeemed at SVCW's option on or after February 1, 2022 (—$5.5 million) and Page 4 of 6 ARM City of Redwood City 1017 Middlefield Road, Redwood City, CA. 94063 Tel: 650-780-7000 www.redwoodcity.org 670