Resolution:

No. 12-01

Declaring the Intent of the City and County of San Francisco Health Commission To Reimburse Certain Expenditures From Proceeds of Future Indebtedness and Approving and Ratifying Previous Actions (Regarding the Laguna Honda Hospital Replacement Program)

WHEREAS, the City and County of San Francisco Health Commission (the “Health Commission”) desires to undertake the acquisition, improvement, construction and/or reconstruction of a new health care, assisted living and/or other type of continuing care facility or facilities to replace Laguna Honda Hospital (the “Project”); and,

WHEREAS, the Health Commission expects to pay on and after the date hereof certain costs relating to the Project; and,

WHEREAS, the Health Commission expects to assist the City and County of San Francisco (the “City”) with the financing of the Project; and,

WHEREAS, the Health Commission has determined that the moneys advanced and to be advanced to pay certain expenditures of the Project are or will be available only for a temporary period, and it is desirable to reimburse all such expenditures made on and after the date hereof with respect to the Project from the proceeds of one or more issues of tax-exempt bonds or other forms of indebtedness (the “Bonds”) to be issued by the City; and,

WHEREAS, Section 1.150-2 of the Treasury Regulations requires the Health Commission to declare its reasonable official intent to reimburse prior expenditures for the Project with proceeds of a borrowing; now, therefore, be it

RESOLVED, by the San Francisco Health Commission as follows:

Section 1. The San Francisco Health Commission finds and determines that the foregoing recitals are true and correct.

Section 2. This resolution is adopted by the San Francisco Health Commission solely for purposes of establishing compliance with the requirements of Section 1.150-2 of the Treasury Regulations. This Resolution does not bind the San Francisco Health Commission or the City to make any expenditure, incur any indebtedness or proceed with the Project.

Section 3. The San Francisco Health Commission hereby declares its official intent under Treasury Regulations Section 1.150-2 to use proceeds of the Bonds to reimburse expenditures incurred in connection with the Project prior to the issuance and sale of the Bonds. The San Francisco Health Commission hereby further declares its intent to use such proceeds of the Bonds to reimburse the Commission or the City and to pay third parties for expenditures made on the Project.

Section 4. On the date of the expenditure to be reimbursed, all reimbursable costs of the Project will be of a type properly chargeable to a capital amount under general federal income tax principles.

Section 5. The principal amount of debt is not expected to exceed is $299,000,000 for the Project.

Section 6. All actions heretofore taken by any appropriate officer of the San Francisco Health Commission with respect to the Project are hereby approved, confirmed and ratified.

Section 7. This resolution shall take effect immediately upon adoption.

I hereby certify that the Health Commission at its meeting of June 5, 2001 adopted the foregoing resolution.

Arthur R. Greenberg, Interim Secretary to the Health Commission