HomeMy WebLinkAbout1991 08-12 EDAP Regular Session EDA AGENDA
CITY OF BROOKLYN CENTER
AUGUST 12, 1991
(following adjournment of City Council meeting)
1. Call to Order
2. Roll Call
3. Approval of Minutes:
a. July 22, 1991 - Special Session
4. Resolutions:
a. Authorizing President and Executive Director to Execute
Third -Party Agreement for Year XVII Urban Hennepin County
Community Development Block Grant Program
-This is an agreement between the Brooklyn Center City
Council and Brooklyn Center EDA for implementation of the
Year XVII Scattered Site and Housing Rehab Programs.
b. Authorizing Execution of Purchase for the Acquisition of
5449 Emerson Avenue North, Brooklyn Center, and
Authorizing Payment for Acquisition Costs
C. Creating Funds within the Economic Development Authority
5. Adjournment
MINUTES OF THE PROCEEDINGS OF THE ECONOMIC
DEVELOPMENT AUTHORITY OF THE CITY OF BROOKLYN
CENTER IN THE COUNTY OF HENNEPIN AND THE STATE
OF MINNESOTA
SPECIAL SESSION
JULY 22, 1991
CITY HALL
CALL TO ORDER
The Brooklyn o yn Center Economic Development Authority et in special session and w
ty P as
called to order by President Todd Paulson at 11:35 P .m.
ROLL CALL
President Todd Paulson, Commissioners Celia Scott, Jerry Pedlar , Dave Rosene , and Philip
Cohen. Also present were EDA Director Gerald Splinter, r
Coo
P � EDA Coordinator Brad Hoffman
Assistant EDA Coordinator Tom Bublitz City Attorney Charlie
ty y LeFevere, Director of
Public Works Sy Knapp, Director of Planning and Inspection Ron Warren, Finance Director
Paul Holmlund, and Council Secretar Ann Odden.
OF MIN
APPROVAL TES U
,TUNE 24, 1991
There was a motion by Commissioner Scott and seconded by Commissioner Rosene to
approve the minutes of the June 24, 1991, EDA meeting. The motion passed unanimously.
DISCUSSION ITEMS
MINNESOTA HOUSING FINANCE AGENCY PURCHASE PLUS PROGRAM
The EDA Director and the Assistant EDA Coordinator reviewed this item. They explained
the City's role would be one of marketing and promotion to assist the homeowner.
The Commission concurred with the idea.
There was a motion by Commissioner Scott and seconded by Commissioner Pedlar
approving the concept and authorizing participation in the program. The motion passed
unanimously.
7/22/91 - 1 -
J
PROPOSAL FOR HOME REDESIGN AND REMODELING DEMONSTRATION
PROGRAM AND HOMEOWNERS' ASSOCIATION PROGRAM
The Assistant EDA Coordinator reviewed this item, noting the EDA staff had been working
with Bill Schatzlein to develop two proposals for housing - related programs in the City of
Brooklyn Center. Mr. Schatzlein was in the process of creating a nonprofit corporation to
address housing needs in the Twin Cities' suburban are The a two P P ro 'ects p ro p osed were
a home redesign and remodeling programs and a program to develop a model for a
homeowner's association for single family home owners.
The Assistant EDA Coordinator indicated funds for the projects would be solicited through
Mr. Schatzlein's non - profit corporation, and requested authorization to
rP � pursue the projects
9 p p oJects
with Mr. Schatzlein.
Commissioner Pedlar felt it was a good idea, but he expressed some concerns because there
was no example of a successful model of the program. Commissioner Cohen advised staff
to keep informed of what was happening with the project at all times. He indicated
endorsing the concept meant a specific plan would still need to be worked out.
There was a motion by Commissioner Cohen and seconded by Commissioner Pedlar
endorsing concept approval of the program, supporting Mr. Schatzlein's efforts to seek
funding for the proposals through his non - profit corporation and to direct staff to work with
Mr. Schatzlein on development of the projects. The motion passed unanimously.
REDEVELOPMENT OF EDA -OWNED LOT AT 6730 PERRY AVENUE NORTH
In regard to agenda items 4c and 5a, the Assistant EDA Coordinator reviewed a handout
regarding information from the City's Maxfield Study on housing, which addresses policy
issues relative to single - family redevelopment. He explained he did not find any data in the
Maxfield Study to support the placement of existing housing onto single - family lots, and the
staff was withdrawing its request to move an existing home onto the EDA -owned lot at 6730
Perry Avenue North.
The Assistant EDA Coordinator continued to review the redevelopment recommendations
from the Maxfield Study and explained the Maxfield Study supports the redevelopment of
single - family lots with new construction. He also reviewed the recent history of
redevelopment of single - family lots in the City, reviewing two redevelopment projects using
EDA funds and two private redevelopment projects where no EDA funds were used. In all
four projects, lots were redeveloped with new, single- family homes.
Commissioner Rosene felt the house proposed for 6730 Perry Avenue blended well.
Commissioner Cohen commented there was an oversupply of moderate cost housing and
that young people tended to prefer to purchase newer homes.
7/22/91 -2-
Commissioner Scott concurred with Commissioner Cohen that the City should not get into
the real estate business. She stated the cost of a recycled home can be greater than that of
a new home.
RESOLUTION NO, 91 -16
Commissioner Cohen introduced the following resolution and moved its adoption:
RESOLUTION AUTHORIZING SALE OF CERTAIN PROPERTY PURSUANT TO
MINNESOTA STATUTES, SECTION 469.012, SUBDIVISION 7, AND SECTION 469.029
The motion for the adoption of the foregoing resolution was duly seconded by
Commissioner Pedlar, and the motion passed unanimously.
RENTER'S RIGHTS AND RESPONSIBILITIES FORUM
There was a motion by Commissioner Rosene and seconded by Commissioner Pedlar
authorizing staff to pursue this matter. The motion passed unanimously.
RESOLUTIONS
RESOLUTION PROVIDING FOR A PUBLIC HEARING REGARDING THE SALE
OF LAND BY THE ECONOMIC DEVELOPMENT AUTHORITY IN AND FOR THE
CITY OF BROOKLYN CENTER
Mr, Richard Herman and Ms. Linda Jensen were present and showed the Commissioners
a photograph of a home they had purchased for the purpose of relocating it on the property.
Based on the information from the Maxfield Study and the Assistant EDA Coordinator's
memorandum, Commissioner Cohen favored rejecting all bids, adopting a policy, and than
re- bidding redevelopment projects. He suggested the type of materials to be used and the
drawings should be subject to EDA approval. The City Attorney commented the policy
would need to be enforced consistently in order to avoid problems.
The Commission discussed that the Jensen's purchased the home prematurely, without any
assurance that they would be awarded the bid. It was unfortunate, but they felt new
construction on the property would be in the best interests of the City. Commissioner Scott
indicated it was possible the Jensens might locate another lot for the home, but it was not
in the best interest of the City.
The City Attorney indicated the City had no legal obligation to allow placement of the home
purchased by the Jensens.
President Paulson felt the City needed a uniform policy, and they should have been clearer
in informing the Jensens regarding the guidelines. Commissioner Rosene encouraged the
Commission to consider allowing the home to be placed on the lot.
7/22/91 -3-
There was a motion by Commissioner Cohen and seconded by Commissioner Pedlar to 0
reject all offers and re- advertise, requiring applicants to provide sketches of proposed
dwellings, and to specify new construction for the property based upon the recommendations
of the Maxfield Housing Study and information presented by the Assistant EDA
Coordinator.
Vote: Four ayes, one nay. The motion passed. Commissioner Rosene voted nay.
RESOLUTION NO —.-7
Commissioner Pedlar introduced the following resolution and moved its adoption:
RESOLUTION APPROVING TWO (2) BROOKLYN CENTER ECONOMIC
DEVELOPMENT AUTHORITY GRANTS (FILE NOS. H86 AND H87)
The motion for the adoption of the foregoing resolution was duly . seconded by
Commissioner Celia Scott, and the motion passed unanimously.
Commissioner Cohen requested the Director of Public Works check with the Minnesota
Department of Transportation (MNDOT) regarding lots on West River Road.
ADJOURNMENT
There was a motion by Commissioner Cohen and seconded by Commissioner Pedlar to
adjourn the meeting. The motion passed unanimously. The Brooklyn Center Economic
Development Authority adjourned at 12 :58 a.m.
Todd Paulson, President
Recorded and transcribed by:
Ann J. Odden
Northern Counties Secretarial Service
7/22/91
CITY OF BROOKLYN CENTER council Meeting Date 8-12 -9I
Agenda Item Numbe
REQUEST FOR COUNCIL CONSIDERATION
ITEM DESCRIPTION:
Resolution Authorizing President and Executive Director to Execute Third -Party Agreement for
Year XVII Urban Hennepin County Community Development Block Grant Program
DEPT. APPROVAL-
Tom Bublitz, Assistant EDA Coordinator
l;
MANAGER'S REVIEW/RECOAUgENDATION:
No comments to supplement this report Comments below /attached
******************************************************** * * * * * * * * * * * * * * * * * * * * * * * * * * * * * **
SUMEVIARY EXPLANATION: (supplemental sheets attached Yes
• This resolution would authorize execution of a third -party agreement between the City Council and
EDA for the purpose of establishing the EDA as the provider of program activities for the Year
XVII Community Development Block Grant Program. Essentially, by approving the agreement,
the City Council is agreeing the EDA will administer the CDBG Program activities.
RECOMMENDED CITY COUNCIL ACTION
Staff recommends approval of the Resolution.
•
Commissioner introduced the following
resolution and moved its adoption:
EDA RESOLUTION NO.
RESOLUTION AUTHORIZING PRESIDENT AND EXECUTIVE DIRECTOR
TO EXECUTE THIRD -PARTY AGREEMENT FOR YEAR XVII URBAN
HENNEPIN COUNTY COMMUNITY DEVELOPMENT BLOCK GRANT
PROGRAM
WHEREAS, the City Council of the City of Brooklyn Center
by Resolution No. 91 -182 has authorized a subrecipient agreement
with Hennepin County for the Year XVII Urban Hennepin County
Community Development Block Grant Program; and
WHEREAS, the Economic Development Authority in and for
the City of Brooklyn Center serves as the Provider of Community
Development Block Grant Program activities in the City of Brooklyn
Center.
NOW, THEREFORE, BE IT RESOLVED by the Brooklyn Center
Economic Development Authority that its President and Executive
Director are hereby authorized to execute a third -party agreement
between the City of Brooklyn Center and the Economic Development
Authority in and for the City of Brooklyn Center for the purpose
of implementing Year XVII Community Development Block Grant
Program activities.
Date Todd Paulson, President
The motion for the adoption of the foregoing resolution was duly
seconded by Commissioner and upon vote being
taken thereon, the following voted in favor thereof:
and the following voted against the same:
whereupon said resolution was declared duly passed and adopted.
CITY OF BROOKLYN CENTER Council Meeting Date 8-12 -91
Agenda Item Numbe
REQUEST FOR COUNCIL CONSIDERATION
******************************************************** * * * * * * * * * * * * * * * * * * * * * * * * * * * * * **
ITEM DESCRIPTION:
Resolution Authorizing Execution of Purchase Agreement for the Acquisition of 5449 Emerson
Avenue North, Brooklyn Center, and Authorizing Payment for Acquisition Costs
DEPT. APPROVAL:
Tom Bublitz, Assistant EDA Co rdinator
MANAGER'S REVIEW
/RECOMI��NDATION.
No comments to supplement this report Comments below /attached
SUN MARY EXPLANATION: (supplemental sheets attached )es
• This Resolution approves the terms and conditions of the purchase agreement for the acquisition
of 5449 Emerson Avenue North and establishes the purchase price for the property. EDA
Resolution 91 -14 authorized the acquisition of the property and established a market value range
of between $12,000 and $20,000. The seller has agreed to a purchase price of $18,500.
Included with this memorandum is a copy of the purchase agreement and a letter from the seller
regarding acceptance of the EDA's offer.
RECOMMENDED CITY COUNCIL ACTION
Staff recommends approval of Resolution.
•
Commissioner introduced the following resolution
and moved its adoption:
EDA RESOLUTION NO.
RESOLUTION AUTHORIZING EXECUTION OF PURCHASE AGREEMENT FOR THE
ACQUISITION OF 5449 EMERSON AVENUE NORTH, BROOKLYN CENTER, AND
AUTHORIZING PAYMENT FOR ACQUISITION COSTS
WHEREAS, on June 10, 1991, the Brooklyn Center Economic Development
Authority approved Resolution No. 91 -14, Resolution Authorizing the Acquisition
of Certain Real Property Within the City of Brooklyn Center; and
WHEREAS, Resolution No. 91 -14 authorized the Executive Director of
the EDA to negotiate a purchase price and purchase agreement for the
acquisition of the property at 5449 Emerson Avenue North at a price within the
range of $12,000 to $20,000 as established by the review appraisal on the
aforementioned property; and
WHEREAS, the owner of the real property described in Resolution No.
91 -14 has accepted the Economic Development Authority's offer of $18,500 as
compensation for the Property and has agreed to execute a purchase agreement
for the acquisition of the real property located at 5449 Emerson Avenue North.
NOW, THEREFORE, BE IT RESOLVED by the Brooklyn Center Economic
Development Authority that:
1. The terms of the purchase agreement for acquisition of 5449
Emerson Avenue North in Brooklyn Center are hereby approved,
and the President and Executive Director of the Brooklyn
Center Economic Development Authority are hereby authorized to
execute the purchase agreement on behalf of the Brooklyn
Center Economic Development Authority.
2. The Brooklyn Center Economic Development Authority hereby
authorizes payment of $18,500 for the acquisition of 5449
Emerson Avenue North in Brooklyn Center to be paid to the
owner on the day of closing for the Property at 5449 Emerson
Avenue North as per the terms of the purchase agreement.
Date Todd Paulson, President
The motion for the adoption of the foregoing resolution was duly seconded by
Commissioner and upon vote being taken thereon, the
following voted in favor thereof:
and the following voted against the same:
whereupon said resolution was declared duly passed and adopted.
•
PURCHASE AGREEMENT
This Purchase Agreement made this day of ,
1991, by and between Roger L. Olson Owner(s) and Seller(s)
(collectively the "Seller ") , and the Economic Development Authority
in and for the City of Brooklyn Center, with offices at 6301
Shingle Creek Parkway, Brooklyn Center, Minnesota, Buyer.
WITNESSETH:
WHEREAS, Seller is the owner of that certain real estate described
in paragraph 1 below (the "Subject Property "); and
WHEREAS, Buyer desires to acquire the Subject Property to own in
fee simple for redevelopment purposes; and
WHEREAS, Seller agrees to sell the Subject Property to Buyer; NOW,
THEREFORE, the parties hereto hereby agree as follows:
1. Earnest Money That in consideration of the mutual agreements
herein contained and the sum of One Dollar and No Cents
($1.00) ( "Earnest Money ") paid by the Buyer to the Seller, the
receipt of which is hereby acknowledged, the Seller hereby
grants unto the buyer the exclusive right to purchase the
following tract or parcel of land (Subject Property) situated
in the County of Hennepin, State of Minnesota, to -wit:
Lot 3, Block 2, N and E Perkins Addition to Minneapolis.
PID 01 118 -21 -33 -0092
2. Purchase Price The purchase price for the Subject Property
shall be Eighteen Thousand, Five Hundred and No /100 Dollars
($18,500.00) payable by check on the Closing Date. The
Earnest Money shall be applied as a partial pre - payment
thereof. The Buyer, in its discretion and in partial payment
of the purchase price, may assume or take title subject to any
existing indebtedness encumbering the Subject Property, in
which case the cash to be paid at the time of closing shall be
reduced by the then remaining indebtedness.
3. Marketability of Title The Seller shall, within ten (10)
days of the date of this Purchase Agreement, deliver to the
Buyer all unrecorded instruments relating to interests in the
Subject Property, and abstract of title or a registered
property abstract continued to the date of delivery and
including proper searches for judgments, bankruptcies, state
and federal tax liens, real estate taxes and special
assessments, showing marketable title to the Subject Property
in the Seller. After delivery of said abstract or registered
property abstract, the Buyer shall have twenty (20) days for
the examination thereof, and to deliver written objections, if
1
any, to the Seller. Seller shall permit no additional
encumbrances to be made upon the Subject Property between the
date of this Purchase Agreement and the Closing Date. In the
event that title to the Subject Property is found by the Buyer
to be unmarketable, and cannot be made marketable by the
Seller by the Closing Date, then, at the option of the Buyer,
this Agreement shall be null and void, and the Earnest Money
shall be refunded forthwith to the Buyer.
4. Closing Date The closing of the sale of Subject Property
shall take place sixty (60) days after the date of this
Purchase Agreement, or at such earlier or later date as may be
mutually agreed upon by the Seller and Buyer.
5. Deed Delivered at Closing Seller agrees to give good and
marketable title to Subject Property in fee - simple, together
with all improvements, hereditaments and appurtenances
thereunto belonging and all of the right, title and interest
of the Seller in and to any streets or alleys adjoining or
abutting thereon, and to convey the same by warranty deed
joined in by all individuals known collectively as Seller
herein (and by spouse, if any), and in form acceptable to
counsel for Buyer.
6. Seller's Representations and Adjustments The Seller agrees
to free the Subject Property from all taxes, assessments,
leases, liens, and encumbrances and charges of any kind to the
date of closing, except that it is agreed that all real estate
taxes due and payable in the year of the Closing Date and all
rents, utilities, insurance premiums on transferable policies
and other income and expenses relating to the Subject
Property, shall be pro -rated to Seller and Buyer as of the
Closing Date.
7. Costs to Clear Title and Closing Costs If the Seller fails
to clear title to the extent herein required, or to submit
evidence of his ability to do so, and such failure continues
for ninety (90) days after the notice of defects, the Buyer
may clear title to the extent required and charge the cost of
clearing to the Seller. All expenses of examination of title
and of recording the Seller's warranty deed shall be paid by
the Buyer.
8. Exceptions to Marketable Title Seller shall convey
marketable title to the Subject Property to the Buyer subject
only to the following exceptions:
a. Building and zoning laws, ordinances State and Federal
regulations.
b. Reservation of any minerals or mineral rights to the State
of Minnesota.
C. Utility and drainage easements.
2
9. No Broker Involved The Seller and Buyer represent and
warrant to each other that there is no broker involved in this
transaction with whom it has negotiated or to whom it has
agreed to pay a broker commission or finders' fees in
connection with negotiations for the sale of the Subject
Property arising out of any alleged agreement, commitment or
negotiation by Seller.
10. Possessions and Insurance Seller shall continue in
possession of the Subject Property until the Closing Date, and
shall maintain it in its present condition. On the Closing
Date possession shall be transferred to the Buyer. Risk or
loss from casualty or any liability incurred by or as a result
of the use or contact with the Subject Property shall be the
Seller's until delivery of possession to the Buyer as herein
provided.
11. Personal Property On Closing Date, or vacation date,
whichever is later, the Seller shall have removed from the
Subject Property any and all personal property belonging to
him. The Seller shall hold the Buyer harmless for the
disposal of personal property left in or at the Subject
Property by the Seller after the date of closing or date of
vacation if later.
12. Entire Agreement; Amendments This Purchase Agreement
constitutes the entire agreement between the parties and no
other agreement prior to this Purchase Agreement or
contemporaneous herewith shall be effective except as
expressly set forth or incorporated herein. Any purported
amendment hereto shall not be effective unless it shall be set
forth in writing and executed by both parties hereto or their
respective successors or assigns.
13. Binding Effect; Assignment This Purchase Agreement shall be
binding upon and inure to the benefit of the parties hereto
and their respective heirs, executors, administrators,
successors and assigns. Buyer shall not assign his rights and
interest hereunder without notice to Seller except to the
State of Minnesota, and Seller shall give notice to Buyer of
assignment of its interests in the manner prescribed in
paragraph 14 hereof.
14. Notice Any notice, demand, request or other communication
which may or shall be given or served to or on Seller by Buyer
or to or on Buyer by Seller shall be deemed to have been given
or served on the date the same is deposited in the United
States mail, registered or certified, postage prepaid and
addressed as follows:
3
a. If to Seller: Roger L. Olson
5449 Emerson Avenue North
Brooklyn Center, MN 55430
b. If to Buyer: Economic Development Authority
in and for the City of Brooklyn Center
6301 Shingle Creek Parkway
Brooklyn Center, MN 55430
With Copy To: Corrine Heine
Holmes and Graven, Chartered
470 Pillsbury Center
Minneapolis, MN 55420
15. Default by Buyer If title is marketable or is made
marketable as provided herein and Buyer defaults in any of the
agreements herein, Seller may cancel this agreement as
provided by statute.
16. Default by Seller If title is marketable or is made
marketable and Seller defaults in any of the agreements
herein, Buyer may seek damages from Seller, including costs
and reasonable attorney's fees or seek specific performance
within six (6) months after such right of action arises.
4
IN WITNESS WHEREOF, the parties hereto have hereunto set their
hands, the day and year first printed above.
Seller
Seller
STATE OF MINNESOTA)
) SS.
COUNTY OF HENNEPIN)
On this the day of , 1991, before me,
a Notary Public, personally appeared and
, known to me to be the persons whose names are
subscribed to the within instrument and who executed the same for
the purpose therein contained as their free and voluntary acts.
Notary Public
Buyer, Todd Paulson
Its President
Buyer, Gerald G. Splinter
Its Executive Director
STATE OF MINNESOTA)
SS.
COUNTY OF HENNEPIN)
On this the day of 1991, before
me, a Notary Public, personally appeared and
, known to me to be the persons whose names are
subscribed to the within instrument and who executed the same for
the purpose therein contained as their free and voluntary act.
Notary Public 55430
5
Council Meeting Rate 8/12/91
Agenda Item Nu ber -
(RESDESCI)
CITY OF BROOKLYN CENTER
REQUEST FOR COUNCIL CONSIDERATION
ITEM DESCRIPTION:
RESOLUTION CREATING FUNDS WITHIN THE ECONOMIC DEVELOPMENT AUTHORITY
************************************ * * * * * * * * * * * * * * * * * * * * * * * * * * * * * **
DEPT. APPROVAL: �f
� LLt1�;,� I 1 QMA..Pin
Charles Hansen, Assistant Fina a Direc r
MANAGER'S REVIEW /RECOMMENDATION:
No comments to supplement this report
Comments below/ attached
************************************ * * * * * * * * * * * * * * * * * * * * * * * * * * * * * **
SUMMARY EXPLANATION: (supplemental sheets attached )
EXPLANATION:
• Since the time of its inception, the Economic Development authority has
been accounted for, and reported on, as a single fund. This treatment
has become increasingly inadequate, and in the 1990 Annual Financial
Report, we began using the three funds listed on the attached
resolution. We had delayed asking for recognition of the funds, because
for a time it was thought that a fourth fund might also be needed. The
fourth fund is no longer under consideration.
The funds being recognized are follows:
E.D.A. Special Operating Fund. This fund receives the transfer
from the H.R.A. Fund for the property tax revenue and transfers from the
Community Block Grant Fund. Most of its expenditures are for housing
programs. It is essentially the E.D.A.'s "General Fund" in that it
accounts for any E.D.A. activity that isn't accounted for elsewhere.
Earle Brown Farm Tax Increment District Fund. This fund receives
the tax increments collected from the district's captured value. This
was the fund which accounted for the construction of the Heritage Center
and is still making some capital improvements. In the future, it should
primarily be involved in repaying the remaining balance of the temporary
improvement note and making the necessary transfers to the debt service
funds for the Tax Increment Bonds of 1985 and 1991.
Earle Brown Heritage Center Fund. This fund accounts for the
ongoing commercial activity of the Heritage Center. It receives the
various rents and other revenues and pays the personnel and operating
expenses of the Center.
STAFF RECOMMENDATION: Passage of the attached resolution creating
funds within the Economic Development Authority.
Commissioner introduced the following
resolution and moved its adoption:
EDA RESOLUTION NO.
RESOLUTION CREATING FUNDS WITHIN THE ECONOMIC
DEVELOPMENT AUTHORITY
---------------------------------------------
WHEREAS, Section 7.11 of the City Charter does provide the
City Council with the authority to order the creation of such funds
as may be needed to properly account for the financial activities of
the City; and
WHEREAS, there now exists within the Brooklyn Center Economic
Development Authority the need to account for more divergent
activities which requires that additional funds be kept to properly
segregate these activities.
NOW, THEREFORE, BE IT RESOLVED by the Economic Development
Authority for the City of Brooklyn Center, Minnesota, that a
classification of funds shall be kept as follows:
1. E.D.A. Special Operating Fund.
2. Earle Brown Heritage Center Fund.
3. Earle Brown Farm Tax Increment District Fund.
Date President
The motion for the adoption of the foregoing resolution was duly
seconded by Commissioner , and upon vote being
taken thereon, the following voted in favor thereof:
and the following voted against the same:
whereupon said resolution was declared duly passed and adopted.