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1996-27soultion No. 96- 27 Cor p orat9esolution for Deposit Accounts and Other inancial Services To: Harris Bank Barrington, N.A. ( "Bank "), Barrington I the undersigned, r &lerk the Village of Buffalo Grove, IL. (Name of Corporation in full) a Corporation organized and existing under the laws of the State of Illinois , do hereby certify that at a meeting of the Board of Directors of said Corporation duly held on the 15th day of April. 1996 , at which a quorum was present and acting throughout, the following resolutions were unanimously adopted and recorded in the minute books of said Corporation, kept by me, and are in accord with and pursuant to the Articles of Incorporation and By -laws of said Corporation and are now in full force and effect: WHEREAS, in the conduct of the business of this Corporation, it is necessary that bank accounts in the name of the Corporation or its agents be opened, maintained, or discontinued, at the Bank; WHEREAS, it is now desired by this Board of Directors to authorize and empower certain officers of the Corporation to make such banking arrangements as they may deem necessary and proper for this purpose without any further action on the part of the Board. RESOLVED, that any 2 of the following officers: Village President, Village Clerk, Village (one, two, etc.) (Indicate Title of Office only) Manager, and Director of Finance are hereby authorized: To designate in writing at any time and from time to time officers (including themselves), agents and employees of the Corporation each of whom, on behalf of the Corporation, is authorized to do any one or more of the following- (a) to open, maintain, or discontinue any account or accounts with the Bank as they may see fit; (b) to withdraw any of the funds deposited in the Bank upon checks, notes, drafts, bills of exchange, acceptances, undertakings or other orders for the payment of money when made, signed, drawn, accepted or endorsed on behalf of the Corporation by such of the persons so authorized; (c) by written instruction to the Bank, ie.: Agreement for Facsimile Signature on Checks and Other Orders for Payrnent, to authorize and prescribe the use of the facsimile signature(s) of any officer, officers, employee or employees: more specifically to authorize, request and direct the Bank to honor checks, drafts or other orders for the payment of money drawn in this Corporation's name on its various accounts, when bearing or purporting to bear the facsimile signature(s) of any designated officer, officers, employee or employees of the Corporation, and the Bani: shall be entitled to honor and to charge this Corporation for such checks, drafts or other orders regardless of by whom or by what means the actual or purporting facsimile signature(s) thereon may have been P,144ixed thereto, if such facsimile signature(s) resembles the facsimile specimen duly certified to or filed with the Bank by the Secretary or other officer of the Corporation; (d) to issue written, telephonic, electronic or oral instructions with respect to the transfer of funds of this Corporation on deposit with the Bank (or at any other depository) by wire, automated clearing house or other electronic means of transfer, without any written order for the payment of money being issued with respect to such transfer and to enter into such agreements with the Bank on behalf of this Corporation with respect to such transfers authorizing or providing for automatic or repetitive transfers, including agreements protecting the Bank against the consequences of relying on instructions from persons purporting to be authorized to act on behalf of this Corporation, as any of such officers, agents, or employees may deem appropriate as evidenced by his /her execution thereof; (e) to purchase or otherwise acquire for and on behalf of this Corporation, and to sell, transfer or otherwise dispose of, and endorse for sale, transfer or other disposition, any and all bonds, notes, shares of stock and other securities of any kind or nature and by whomsoever issued, or interim, participation or other certificates therefor, and to identify and guarantee signatures and endorsement thereon, or on powers of attorney executed in connection therewith, and to authorize or direct charges to the depository account or accounts of this Corporation with the Bank for the cost of any securities so purchase from or through the Bank; and (f) to enter into such agreements with the Bank with respect to any banking services (including without limitation Cash Management Services) as such officers, agents or erployees in their sole discretion deem advisable or in the best interest of the Corporation. To revoke and rescind at any time any of the authorities granted as described herein. (Please turn over) 0 0 FURTHER RESOLVED that any officer, employee or agent of this corporation is hereby authorized to endorse for deposit negotiable instruments and orders for the payment of money, which endorsements may be made in writing or by stamp and with or without designation of the person so endorsing; and that in the absence of any such endorsement the Bank be and is hereby authorized to make such endorsement itself for deposit in the name of the Corporation FURTHER RESOLVED that the Secretary of this Corporation be and hereby is authorized and directed to certify to the Bank the foregoing resolution and that the provisions thereof are in conformity with the Articles of Incorporation and Bylaws of the Corporation and to provide the names and to provide specimen of signatures if requested of the person(s) authorized therein and that the foregoing resolution and the authority thereby conferred shall remain in full force and effect until this Corporation notifies the Bank to the contrary in writing and the Bank may conclusively presume that such resolutions and signatures are in effect and that the persons identified therein from time to time as officers of the Corporation have been duly elected or appointed to and continue to hold such offices. FURTHER RESOLVED, that this Corporation assumes full responsibility and hold harmless the Bank for any and all payments made or any other actions taken by the Bank in reliance upon the signatures of any person or persons holding the offices of this Corporation designated above regardless of by whom or by what means the purported signatures may have been affixed to any instrument if such signatures reasonably resemble the specimen signatures as provided to the Bank or for refusing to honor any signatures not provided to the Bank, and that this Corporation agrees to indemnify the Bank against any and all claims, demands, losses, costs, damages or expenses suffered or incurred by the Bank resulting from or arising out of any such payment or other action, including reasonable attorneys' fees and legal expenses. FURTHER RESOLVED, that any request for payment or other financial accommodation may be made by writing or by telephone, telex, facsimile or other electronic transmission, or by any other form of communication deemed advisable by any person or persons holding the offices of this Corporation designated above, or by such officer or officers as having the authority to act on behalf of this Corporation. Any provision which may. be declared unenforceable under any law shall not affect the validity of any other provision hereof This Resolution shall be governed by and construed in accordance with the laws of the State of Illinois. AFF. X CORPORATE SEAj_ (IF ANY ") * *NOTE: This certificate must also be signed by a second officer of the Corporation or a member of its Board of Directors if the Secretary is authorized to act alone by the above resolution. In witness Whereof I have hereunto set my hand and affixed the corporate seal (if any) of said Corporation thisl5t y of AF f/11 �-;, . 19 96 '®�Geet:etar�- Village President The undersigned, an officer of the above -named Corporation, certifies that the foregoing is a correct copy of a resolution passed as therein set forth. Village 1thejCertifying Officer' er AYES: 6 - Marienthal, Reid, Rubin, Braiman, Hendricks, Glover NAYES: 0 - None ABSENT: 0 - None PASSED: April 15 ,1996. APPROVED: April 15 .,1996. HARRIS' • BANK NGT—ON Corporate Designation of Account Authority Check one of the following boxes below if applicable, otherwise this is a new account; Submitted to Replace Authorities on File ❑ Submitted to Add Additional Authorities B the authority ranted to the undersigned b The Board ofLr Sett Fse -ofs g Y tY9 9 Y the Village of Buffalo Grove as evidenced by the resolutions adopted by said Board; recorded; still in full force and effect and furnished to Harris Bank Barrington, N.A., ( "Bank ") Barrington, the Bank as a designated depository of this Corporation for the following account(s): Designation of Account(s) (Note: Authorities must be the same for ALL account numbers listed.. If needed, additional accounts may be listed on separate attachment.) is hereby requested, authorized and directed to do any one or more of the following when so instructed by those individuals named in this document: (a) to open, maintain, or discontinue any account or accounts with the Bank as they may see fit; (b) to withdraw any of the funds deposited in the Bank upon checks, notes, drafts, bills of exchange, acceptances, undertakings or other orders for the payment of money when made, signed, drawn, accepted or endorsed on behalf of the Corporation by such of the persons so authorized; (c) by written instruction to the Bank, ie.: Agreement for Facsimile Signature on Checks and Other Orders for Payment, to authorize and prescribe the use of the facsimile signature(s) of any officer, officers, employee or employees; more specifically to authorize, request and direct the Bank to honor checks, drafts or other orders for the payment of money drawn in this Corporation's name on its various accounts, when bearing or purporting to bear the facsimile signature(s) of any designated officer, officers, employee or employees of the Corporation, and the Bank shall be entitled to honor and to charge this Corporation for such checks, drafts or other orders regardless of by whom or by what means the actual or purporting facsimile signature(s) thereon may have been affixed thereto, if such facsimile signature(s) resembles the facsimile specimen duly certified to or filed with the Bank by the Secretary or other officer of the Corporation; (d) to issue written, telephonic, electronic or oral instructions with respect to the transfer of funds of this Corporation on deposit with the Bank (or at any other depository) by wire, automated clearing house or other electronic means of transfer, without any written order for the payment of money being issued with respect to such transfer and to enter into such agreements with the Bank on behalf of this Corporation with respect to such transfers authorizing.or providing for automatic or repetitive transfers, including agreements protecting the Bank against the consequences of relying on instructions from persons purporting to be authorized to act on behalf of this Corporation, as any'of such officers, agents, or employees may deem appropriate as evidenced by his /her execution thereof; (e) to purchase or otherwise acquire for and on behalf of this Corporation, and to sell, transfer or otherwise dispose of, and endorse for sale, transfer or other disposition, any and all bonds, notes, shares of stock and other securities of any kind or nature and by whomsoever issued, or interim, participation or other certificates therefor, and to'identify and guarantee signatures and endorsement thereon, or on powers of attorney executed in connection therewith, and to authorize or direct charges to the depository account or accounts of this Corporation with the Bank for the cost of any securities so purchase from or through the Bank; and (f) to enter into such agreements with the Bank with respect to any banking services (including without limitation Cash Management Services) as such officers, agents or employees in their sole discretion deem advisable or in the best interest of the Corporation. when bearing or purporting to bear the signature(s) or facsimile signature(s) of any of those individuals named in this document. (Please turn over) r44% X Designation of Accountlis) (Type or Print Designated Authority By Letter, Names of Authorized Persons and Applicable Number of Signatures Required) . Designated Authority Number of Signatures Letters (Indicated by Above) Name(s) of Authorized Person(s) Signatures Required B A B.C,D,F A,B,C,D,F JLL11Cl. 11• J11 Q✓iuu William H. Br' 2 2 2 Special Instructions: Please refer to Village's Deposit and Investment Policy for additional instructions and _authorized Village accounts. Two signatures required for withdrawl, one signature for wire transfer to authroized account. The Bank shall be entitled to honor and to charge to this /these account(s) for all checks, drafts, or other orders (including but not limited to wire transfer orders) regardless of by what means the signature(s) or facsimile signatures(s) thereon may have been affixed thereto, if such signature(s) or facsimile signature(s) resemble the specimen(s) duly certified as genuine to our files with the Bank. This designation of authorities made pursuant to the aforementioned resolutions shall continue in force until express written notice of its revocation or modification has been received by the Bank, but if such authorities contained in them should be revoked or terminated by operation of law without notice, It is hereby agreed, for the purpose of inducing the Bank to act thereunder, that the Bank shall be saved harmless from any loss suffered or liability incurred by it acting after such revocation or termination without such notice. * *If second Officer is required by Resolution The undersigned, being an officer of the above -named Corporation, certifies that he /she is duly authorized to provide the foregoing designation of authorities for and on behalf of said Corporation, �PAO� � i _ i 1 � � - � r r * *(Certify1 g Officeryillage Clerk 5/94 t,f 5 O 9 BRINrt a BAINGTON Certificate of Incumbency To Corporate Resolution for Deposit Accounts and Other Financial Services Village Clerk I hereby certify to the Bank that I am the duly elected, qualified and acting -Seem of the Village of Buffalo Grove, Illinois (Name of Corporation) that following are all of the specimen signatures of the person(s) authorized by the Corporate Resolution For Deposit Accounts and Other Financial Services filed with the Bank to act on behalf of the Corporation, that these specimen signatures are genuine, that these person(s) have been duly elected or appointed to the offices indicated and hold the offices at present and that I am the person authorized by this Corporation to so certify: Name of Office (Indicate name of office, e.g. president, vice president, assistant vice president, etc.) Village Clerk Village Manager Signature Specimen 44 (Manual Signature Only) ** SidnPy H_ Mathias �r 1 ** Janet M. Sirahian ** ** * *Type or print names signed above Signed thisl5thday of April ,19 96 n • VILLAGE OF BUFFALO GROVE POLICIES AND PRACTICES RELATIVE TO DEPOSITS AND INVESTMENTS The Village of Buffalo Grove, as a public agency, has an inherent fiduciary responsibility to properly account for and manage public funds. Public funds are to be considered current operating funds, special funds, interest and sinking funds, and funds of any kind or character belonging to or in the custody of any public agency (Chapter 30, paragraph 235/1 through 235/7, Public Funds Investment Act, Illinois Complied Statutes). It will be the Village's policy to maintain the highest level of invested cash balances not only as a good management practice, but as a commitment of responsibility to the residents of the Village who have entrusted these funds to us. The overall direction of the Village's investment program may be found in the following objectives, which have been prioritized and explained to clearly identify the results expected. Safety of Principal is considered of greatest priority to the Village. Each investment that is to be made shall seek to insure that capital losses are avoided, whether they be from securities defaults or erosion of market values. Liquidity is considered to be the next important objective. The Village's investment portfolio shall remain sufficiently liquid to enable itself to meet all operating requirements from time to time. Maximum rate of return shall always be sought but shall be consistent with both risk limitations identified herein and prudent investment principles. Diversification is necessary in order to further guarantee asset safety. Investments shall be diversified to the greatest extent possible in avoid incurring unreasonable risks from the practice of concentrating investments in specific security types and /or individual financial institutions. Public confidence in the investment program is imperative. The Village shall avoid any transaction that might impair its public confidence. Investments shall be made with judgement and care, under circumstances then prevailing, which persons of prudence, discretion, and intelligence exercise in the management of their own affairs. Such a standard avoids speculation, and emphasis is placed on the probable safety of capital rather than the probable income to be derived. In addition, parties related to the management process of the Village shall refrain from personal business activities that could conflict with the proper execution of the investment programs undertaken or which could impair their ability to make impartial investment decisions. The Village's policy regarding cash management is based upon the realization that there is a time -value to money. Idle cash should be invested for a period defined by normal cash flow needs. All receipts due the Village shall be collected as promptly as possible. Monies that are received shall be deposited no later than the next business day after receipt. Disbursements shall be made according to established guidelines and approval schedules. The types of deposits and investment instruments that will be authorized for use by the Village of Buffalo Grove in managing its investment of public funds shall be dictated by statute. The specific reference is Chapter 30, paragraph 235/2, Illinois Complied Statutes. Specifically, the investments permitted are: Bonds, notes, certificates of indebtedness, treasury bills or other securities now and hereafter issued, which are guaranteed by the full 0 rI L faith and credit of the United States of America as to principal and interest. Also, in bonds, notes, debentures or other similar obligations of the United States of America or it's agencies. Interest bearing savings accounts, interest bearing certificates of deposit, interest bearing time deposits or any other investments constituting direct obligations of any bank as defined by the Illinois Banking Act. Investments may be made only in banks which are insured by the Federal Deposit Insurance Corporation. Short term obligations of corporations organized in the United States with assets exceeding $500,000,000 if such obligations are rated at the time of purchase within the three highest classifications established by at least two standard rating services and which mature not later than 180 days from the date of purchase, and such purchases do not exceed 10% of the corporation's outstanding obligations. No more than one -third of the Village's funds may be invested in short term obligations of corporations. Short term discount obligations of the Federal National Mortgage Association. Shares or other forms of securities issuable by savings and loan associations incorporated under the laws of the State of Illinois or any other state or under the laws of the United States. Investments may be made only in those savings and loan associations which are insured by the Federal Savings and Loan Insurance Corporation. Money- market mutual funds registered under the amended Investment Company Act of 1940 provided that the portfolio is limited to bonds, notes, certificates of indebtedness, treasury bills or other securities which are guaranteed by the full faith and credit of the United States of America or agreements to repurchase these same types of obligations. In addition to the above investment options, the Village may also invest any public funds in the Illinois State Treasurers Investment Pool created under Section 17 of the State Treasurer Act or the Illinois Metropolitan Investment Trust, created under Section XXX of XXX. The Village shall attempt whenever possible to diversify it's investment portfolio in order to reduce the risk of loss resulting from the over - concentration of assets in a specific maturity, a specific issuer, or a specific class of securities. All earnings accruing or paid on any investments or deposits made shall be credited to the specific investment made, and such earnings shall be in turn credited to and paid to the particular Village fund for which the investment has been made. As to earnings realization, any premium or discount will be amortized over the life of an investment subject to such amortization. Also, any gains or losses in the sale of investments will be recognized at the time of disposition of the security. It should be noted that while investments in chartered credit unions are permitted, it will be the Village's policy not to invest public funds in such institutions. Also, the Village will not invest in repurchase or reverse - repurchase agreements. All investments shall be made in the name of the Village of Buffalo Grove. In addition, if such securities will be made from monies taken from specific Village funds or accounts, the name of such fund or account shall be added to that of the Village. All investments purchased shall be held for the benefit of the Village. Money taken from a particular fund or account shall be credited to and deemed to be a part of such fund or account, and shall be held for the benefit thereof. o � All investments shall be deposited and held in safekeeping in the name of the Village with proper evidence of safekeeping forwarded to the Village for use in its internal accounting system. The Village will secure deposit collateral from depository institutions when deposits or investments are in excess of FDIC limits. Direct investments guaranteed by the United States or an agency of the United States do not require collateral. The amount of deposits not collateralized or insured by an agency of the federal government shall not exceed 75% of the capital stock and surplus of a banking institution. These values shall be reviewed on a quarterly basis comparing actual deposits not insured or collateralized against the capital stock and surplus measure. Values shall be taken from published regulatory agency reports required by either the Comptroller of the Currency or the Commissioner of Banks and Trust Companies. If deposits are maintained with a savings and loan association, the amount of deposits not collateralized or insured shall not exceed 75% of the net worth of the institution as defined and reported to the regulatory agencies. As noted above, the Village will require that all deposits in excess of the appropriate regulatory agency limits, i.e. $100,000 per account, be collateralized. The form of collateral shall consist of readily marketable municipal or United States governmental primary or agency securities maintained in a trust safekeeping relationship for the benefit of the Village of Buffalo Grove, all under a collateral agreement with a financial institution willing to pledge said collateral. While not retaining ownership of pledged securities, the Village will reserve the right to release such securities and to review replacement securities. The targeted level of collateral maintained will be equal to 100.00% of the deposit balances of the Village when combined with the deposit insurance afforded by the governmental regulatory agencies. The collateral balances will be reviewed on a quarterly basis for compliance with these policies. Additional insurable balances are provided relative to total actuarial beneficial interest for the police and fire pension programs based on membership parameters. The collateral requirements for deposits within the Illinois State Treasurers Investment Pool are the same as required for the deposit of state funds by the State Treasurer. See Illinois Complied Statutes, Chapter 15, paragraphs 505/17 and 520/1- 520/23. The transfer of ready cash balances for operating and investment purposes will be directed through policies and procedures established from time to time by the Department of Finance and General Services. An operating procedure is currently in effect with the First of America Bank - Buffalo Grove N.A., First Midwest Bank of Buffalo Grove, N.A., and the First American Bank of Lake County that govern either wire transfers or requests for cashier's checks from any Village savings or checking account. The policy names the appropriate individuals within the Department of Finance and General Services that have such withdrawal authority. Also, the named individuals have additional authority to roll -over Certificates of Deposit, to cash same in and deposit in the appropriate Village fund account and to use the services of the Illinois State Treasure's Pool or the Illinois Metropolitan Investment Fund for investment purposes. As formally articulated in the letters of direction to the local financial institutions, only the following can be performed by named individuals of the procedure: Transfer funds to the Village's Disbursement Account at the First Midwest Bank, N.A. Transfer funds to or from the Village's account with the Illinois State Treasurer's Investment Pool at the First of America- Springfield, N.A. Request wire transfers or cashier's checks to transfer funds between Village -only accounts maintained either at the First of America- Buffalo Grove, First Midwest Bank of Buffalo Grove, N.A., or First American Bank of Lake County. Proper identification of the receiving account must be provided in the instructions. Periodically, both institutions will be provided with lists of currently opened and authorized Village demand and savings accounts. Request debit /credit transfers of Village funds between Village accounts within the same institution due to deposit or withdrawal errors. Roll -over and /or cash in Certificates of Deposit by either authorized staff or at the direction of the of the Director of Finance and General Services. Transfer funds to the Northwest Water Commission operating account established at the Continental Illinois National Bank or First of America - Springfield, N.A. in conformance with the Commission's bond ordinance. Transfer funds to or from the Village's accounts with the Illinois Metropolitan Investment Fund at XXXXX. Any transaction outside of the above will be requested only by the Village's Director of Finance and General Services. In all cases, any transaction will be followed -up with written correspondence within 24 hours of the transaction. The institutions have been instructed to notify the Village in case there is no notification within the deadline parameters. Management responsibility for the Village's deposit and investment program shall rest with the Director of Finance and General Services. The Director shall direct the deposit and investment program in a manner that is consistent with this Policy. Internal procedures shall be reviewed and modified from time to time in order to insure that this Policy maintains its integrity and workability. A system of controls shall be established to monitor and regulate the activities of all employees dealing with any aspect of this Policy. Village Pension Funds The investment programs of the Village's Police and Fire Pension Funds will be directed by the statutory language of Chapter 40 of the Illinois Compiled Statutes. The specific Sections are 5/3 -135 for Police Pension investments and 5/4 -128 for Fire Pension. The language for these activities is separate from other general investment activities in that the appointed and elected pension boards have statutory powers and duties under the Pension Code. While such investment programs will be directed by the respective Board's, the Village will maintain the internal accounting for same. Accounting All investment transactions shall be recorded in accordance with generally accepted accounting principles as promulgated. Accounting principles will include: Investments will be carried at cost or amortized cost which approximates market value. Any premium or discount will be amortized over the life of the investment using proper accounting methods of accretion. Gains or losses of investments in all funds will be recognized at the time of disposition of the security. Gains or losses in equity investments within pension funds will be carried at market value with gains above market realized as unrealized unless 0 assets are disposed of. Losses of market value will be written down when realized. Delegation of Authority The management responsibility for the Village's investment programs is the responsibility of the Village staff or in the case of pension activities, the pension fund boards. The Village or pension boards may hire one or more Investment Managers as approved. The terms and conditions, including acknowledgment by the Investment Advisor(s) of fiduciary responsibility, shall be in writing. The Managers selected will acknowledge that the Village's funds are to be managed on a total return basis in which both income and capital gains are reported when earned. The Village and pension boards may hire or appoint, as necessary, a financial institution(s) as custodian of investment assets. All investment securities held by a custodian shall be clearly held and accounted for to indicate the ownership by the Village or pension fund. To be appointed or hired as custodian, the financial institution must meet statutory criteria approving same to be a depository of public funds. Internal Reporting The Department of Finance and General Services will provide, on a regular basis, reporting to the Corporate Authorities and the Pension Boards on any and all investment activities. The reporting will include, but not be limited to, average cash and investment balances, portfolio yields and interest, and treasury report noting month -end cash and investment positions. Reporting will be by fund and /or investment category. The reporting to the Pension Boards will include quarterly cash and investment positions, along with quarterly cash and investment transactions. The latter report is a statutory report and will be prepared for the Village Treasurer. Internal Controls Where deemed necessary, the Village shall establish a system of internal controls, which shall be documented in writing. These internal controls and this Policy shall be reviewed annually as part of the Village's independent audit. The controls shall be designed to prevent losses of Village funds arising from fraud, employee error, misrepresentation by third parties, unanticipated changes in financial markets, or imprudent actions by Village employees. The Village will implement control standards that can be administered in a cost effective manner based in inherent limitations that may exist organizationally. Standards of Prudence The standard of prudence to be used by the Village and the staff responsible for the investment of public funds shall be the "prudent person" standard, subject to the foregoing limitations, which states: Investments shall be made with judgment and care, under circumstances then prevailing, which persons knowledgeable of investment practices, and persons of prudence, discretion and intelligence exercise in the management of their own affairs, not for speculation, but for investment, considering the probable safety of their capital as well as the possible income to be derived. The above standard is established as the standard of professional responsibility and shall be applied in the context of managing the Village's overall portfolio. This policy recognizes that there are circumstances beyond the control of even the most prudent investor which impact the return obtained. However, officials and employees of the Village acting in accordance with this Deposit and Investment Policy and written procedures as may be established and exercising due diligence shall be relieved of personal responsibility for an individual security's credit risk or market price changes, provided that deviations from expectations are reported in a timely fashion, and appropriate action is taken to control adverse developments. Dated April 8, 1996