The Governor and Cabinet - Florida Department of State

AGENDA

MEETING OF THE

STATE BOARD OF ADMINISTRATION

(Contact Person: Dorothy Westwood - (850) 488-4406)

THE CAPITOL

TALLAHASSEE, FLORIDA

June 26, 2003

1. APPROVAL OF MINUTES FROM THE MEETING ON JUNE 12, 2003.

(Att. #1)

(ACTION REQUIRED)

2. APPROVAL OF FISCAL SUFFICIENCY OF AN AMOUNT NOT EXCEEDING $363,400,000 STATE OF FLORIDA, FULL FAITH AND CREDIT, STATE BOARD OF EDUCATION PUBLIC EDUCATION CAPITAL OUTLAY BONDS, 2002 SERIES [LETTER DESIGNATION(S) TO BE DETERMINED]:

(ACTION REQUIRED)

The Division of Bond Finance of the State Board of Administration (the Division), on behalf of the State Board of Education, has submitted for approval as to fiscal sufficiency a proposal to issue an amount Not Exceeding $363,400,000 State of Florida, Full Faith and Credit, State Board of Education Public Education Capital Outlay Bonds, 2002 Series [letter designation(s) to be determined] (the Bonds) for the purpose of financing capital outlay projects for the State System of Public Education in Florida; provided, however, that none of the said Bonds shall be issued in excess of the amount, which can be issued in full compliance with the State Bond Act and other applicable provisions of law, and pursuant to Section 9(a)(2), Article XII of the Constitution of Florida, as amended. The Bonds will be issued pursuant to an authorizing resolution adopted by the State Board of Education on July 21, 1992, the Twenty-fifth Supplemental Authorizing Resolution adopted August 13, 2002, and a sale resolution, which is anticipated to be adopted by the State Board of Education on June 17, 2003.

The State Board of Education has heretofore issued Public Education Capital Outlay and Public Education Capital Outlay Refunding Bonds, Series 1985 through 2003 Series A of which $7,910,790,000 in principal amount was outstanding and unpaid on May 31, 2003. The State Board of Education has requested approval as to fiscal sufficiency for an amount not exceeding $210,000,000 Public Education Capital Outlay Refunding Bonds, (series to be determined) (the Refunding Bonds) at the June 26, 2003 meeting of the State Board of Administration. The proposed Bonds shall be junior, inferior, and subordinate to the outstanding and unpaid Public Education Capital Outlay and Public Education Capital Outlay Refunding Bonds Series 1985 through 1989-A as to lien on and source and security for payment from the Gross

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Receipts Taxes. The proposed Bonds shall be issued on a parity as to lien on and source and security for payment from the Gross Receipts Taxes with the outstanding and unpaid Public Education Capital Outlay and Public Education Capital Outlay Refunding Bonds, 1993 Series A through 2003 Series A and, if issued, the proposed Refunding Bonds.

A study of this proposal and the estimates of revenue expected to accrue from the Gross Receipts Tax, indicate that the proposed Bonds and all other outstanding bonds having a lien on the Gross Receipts Tax are fiscally sufficient and that the proposal will be executed pursuant to the applicable provisions of law.

RECOMMENDATION: It is recommended that the Board approve the fiscal sufficiency of the proposal outlined above. (Att. #2)

3. APPROVAL OF FISCAL SUFFICIENCY OF AN AMOUNT NOT EXCEEDING $24,045,000 STATE OF FLORIDA, FLORIDA EDUCATION SYSTEM, FLORIDA ATLANTIC UNIVERSITY HOUSING REVENUE BONDS, SERIES 2003:

(ACTION REQUIRED)

The Division of Bond Finance of the State Board of Administration (the Division), has submitted for approval as to fiscal sufficiency a proposal to issue an amount not exceeding $24,045,000 State of Florida, Florida Education System, Florida Atlantic University Housing Revenue Bonds, Series 2003 (the Bonds) for the purpose of paying the cost of constructing a student housing facility on the main campus of the Florida Atlantic University, providing for capitalized interest, purchasing a municipal bond insurance policy, funding a reserve account and paying certain costs associated with the issuance and sale of the Bonds. The Bonds will be issued pursuant to an Original Resolution adopted by the Governor and Cabinet on July 21, 1992, as amended and supplemented on March 25, 2003, and a sale resolution anticipated to be adopted by the Governor and Cabinet on June 26, 2003 (collectively referred to herein as the Resolution).

The Florida Board of Regents, and its predecessor the Board of Control have heretofore issued Florida Atlantic University Dormitory Revenue Certificates, Series 1964, 1966A and 1966B (the Series 1964, 1966A and 1966B Certificates). The Florida Board of Regents has heretofore issued State of Florida, Board of Regents, Florida Atlantic University Diversified Student Apartment Facility Revenue Bonds, Series 1993 and Housing Revenue Bonds Series 2000 (the 1993 and 2000 Bonds). The Division has requested approval as to fiscal sufficiency for an amount not exceeding $14,850,000 Florida Atlantic University Housing Revenue Refunding Bonds, Series 2003 (the 2003 Refunding Bonds) at the June 26, 2003 meeting of the State Board of

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Administration. The lien of the Bonds on the net revenues of the Housing System shall be junior and subordinate to the lien thereon of the outstanding Series 1964, 1966A and 1966B Certificates. The Bonds shall be payable on a parity and rank equally as to lien on and source and security for payment from the Pledged Revenues (as defined in the Resolution) and in all other respects, with the outstanding 1993 and 2000 Bonds, and if issued, the proposed 2003 Refunding Bonds.

A study of this proposal and the estimates of revenue expected to accrue from the Pledged Revenues indicate that the proposed bonds and all other outstanding bonds having a lien on the Pledged Revenues are fiscally sufficient and that the proposal will be executed pursuant to the applicable provisions of law.

RECOMMENDATION: It is recommended that the Board approve the fiscal sufficiency of the proposal outlined above. (Att. #3)

4. APPROVAL OF FISCAL SUFFICIENCY OF AN AMOUNT NOT EXCEEDING $14,850,000 STATE OF FLORIDA, FLORIDA EDUCATION SYSTEM, FLORIDA ATLANTIC UNIVERSITY HOUSING REVENUE REFUNDING BONDS, SERIES 2003:

(ACTION REQUIRED)

The Division of Bond Finance of the State Board of Administration (the Division), has submitted for approval as to fiscal sufficiency a proposal to issue an amount not exceeding $14,850,000 State of Florida, Florida Education System Florida Atlantic University Housing Revenue Refunding Bonds, Series 2003 (the Bonds) to refund all or a portion of the outstanding Series 1993 Bonds. The Bonds will be issued pursuant to an Original Resolution adopted by the Governor and Cabinet on July 21, 1992, as amended and supplemented on March 25, 2003, and an authorizing and sale resolution anticipated to be adopted by the Governor and Cabinet on June 26, 2003 (collectively referred to herein as the Resolution).

The Florida Board of Regents, and its predecessor the Board of Control have heretofore issued Florida Atlantic University Dormitory Revenue Certificates, Series 1964, 1966A and 1966B (the Series 1964, 1966A and 1966B Certificates). The Florida Board of Regents has heretofore issued State of Florida, Board of Regents, Florida Atlantic University Diversified Student Apartment Facility Revenue Bonds, Series 1993 and Housing Revenue Bonds Series 2000 (the 1993 and 2000 Bonds). The Division has requested approval as to fiscal sufficiency for an amount not exceeding $24,045,000 Florida Atlantic University Housing Revenue Bonds, Series 2003 (the 2003 Housing Bonds) at the June 26, 2003 meeting of the State Board of Administration. The lien of the Bonds on the net revenues of the Housing System

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shall be junior and subordinate to the lien thereon of the outstanding Series 1964, 1966A and 1966B Certificates. The Bonds shall be payable on a parity and rank equally as to lien on and source and security for payment from the Pledged Revenues (as defined in the Resolution) and in all other respects, with the outstanding 1993 and 2000 Bonds, and if issued, the proposed 2003 Housing Bonds.

RECOMMENDATION: It is recommended that the Board approve the fiscal sufficiency of the proposal outlined above. (Att. #4)

5. APPROVAL OF FISCAL SUFFICIENCY OF AN AMOUNT NOT EXCEEDING $350,000,000 STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION TURNPIKE REVENUE REFUNDING BONDS, SERIES 2003B:

(ACTION REQUIRED)

The Division of Bond Finance of the State Board of Administration (the Division), on behalf of the State of Florida Department of Transportation, has submitted for approval as to fiscal sufficiency a proposal to issue an amount not exceeding $350,000,000 State of Florida, Department of Transportation Turnpike Revenue Refunding Bonds, Series 2003B (the Bonds), for the purpose of refunding a portion of the outstanding Series 1995A bonds. The Bonds will be issued pursuant to the Original Resolution adopted on October 25, 1988, as amended and restated on December 8, 1998, and a supplemental resolution anticipated to be adopted by the Governor and Cabinet on June 26, 2003, authorizing the issuance and sale of the Bonds.

The Division, on behalf of the Department of Transportation, has heretofore issued Turnpike Revenue and Revenue Refunding Bonds, Series 1992A through 2003A (the Outstanding Bonds) of which a combined total of $1,704,140,000 in principal amount was outstanding and unpaid on May 31, 2003. The Bonds shall be payable on a parity and rank equally as to lien on and source and security for payment from the pledged revenues and in all other respects, with the Outstanding Bonds. The Bonds shall not be secured by a pledge of the full faith and credit or the taxing power of the State of Florida or any political subdivision thereof.

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June 26, 2003

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A study of this proposal and the estimates of revenue expected to accrue indicate that the proposed Bonds are fiscally sufficient and that the proposal will be executed pursuant to the applicable provisions of law.

RECOMMENDATION: It is recommended that the Board approve the fiscal sufficiency of the proposal outlined above. (Att. #5)

6. APPROVAL OF FISCAL SUFFICIENCY OF AN AMOUNT NOT EXCEEDING $210,000,000 STATE OF FLORIDA, FULL FAITH AND CREDIT, STATE BOARD OF EDUCATION PUBLIC EDUCATION CAPITAL OUTLAY REFUNDING BONDS, (SERIES TO BE DETERMINED):

(ACTION REQUIRED)

The Division of Bond Finance of the State Board of Administration (the Division), on behalf of the State Board of Education, has submitted for approval as to fiscal sufficiency a proposal to issue an amount Not Exceeding $210,000,000 State of Florida, Full Faith and Credit, State Board of Education Public Education Capital Outlay Refunding Bonds, (series to be determined) (the Bonds) for the purpose of refunding a portion of the outstanding 1995 Series F Bonds; provided, however, that none of the said Bonds shall be issued in excess of the amount, which can be issued in full compliance with the State Bond Act and other applicable provisions of law, and pursuant to Section 9(a)(2), Article XII of the Constitution of Florida, as amended. The Bonds will be issued pursuant to an authorizing resolution adopted by the State Board of Education on July 21, 1992, and the Thirty-first Supplemental Authorizing Resolution and a sale resolution, both of which are anticipated to be adopted by the State Board of Education on June 17, 2003.

The State Board of Education has heretofore issued Public Education Capital Outlay and Public Education Capital Outlay Refunding Bonds, Series 1985 through 2003 Series A of which $7,910,790,000 in principal amount was outstanding and unpaid on May 31, 2003. The State Board of Education has requested approval as to fiscal sufficiency for an amount not exceeding $363,400,000 Public Education Capital Outlay Bonds, 2002 Series [letter designation(s) to be determined] (the 2002 Bonds) at the June 26, 2003 meeting of the State Board of Administration. The proposed Bonds shall be junior, inferior, and subordinate to the outstanding and unpaid Public Education Capital Outlay and Public Education Capital Outlay Refunding Bonds Series 1985 through 1989-A as to lien on and source and security for payment from the Gross Receipts Taxes. The proposed Bonds shall be issued on a parity as to lien on and source and security for payment from the Gross Receipts Taxes with the outstanding and unpaid Public Education Capital Outlay and Public Education

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Capital Outlay Refunding Bonds, 1993 Series A through 2003 Series A and, if issued, the proposed 2002 Bonds.

RECOMMENDATION: It is recommended that the Board approve the fiscal sufficiency of the proposal outlined above. (Att. #6)

7. APPROVAL OF FISCAL DETERMINATION OF AN AMOUNT NOT EXCEEDING $16,855,000 TAX EXEMPT FLORIDA HOUSING FINANCE CORPORATION MULTIFAMILY MORTGAGE REVENUE BONDS, 2003 SERIES (SERIES TO BE DESIGNATED) (WEXFORD APARTMENTS):

(ACTION REQUIRED)

The Florida Housing Finance Corporation has submitted for approval as to fiscal determination a proposal to issue an amount not exceeding $16,855,000 Tax Exempt Florida Housing Finance Corporation Multifamily Mortgage Revenue Bonds, 2003 Series (series to be designated) (the Bonds) for the purpose of financing the construction and equipping of a multifamily residential rental development located in Hillsborough County, Florida (Wexford Apartments).

The Bonds shall not constitute an obligation, either general or special, of the State or of any local government thereof; neither the State nor any local government thereof shall be liable thereon. Neither the full faith, revenue, credit nor taxing power of the State of Florida, or any local governments thereof shall be pledged to the payment of the principal of, premium (if any), or interest on the Bonds. The Bonds shall be payable as to principal, premium (if any), and interest solely out of revenues and other amounts pledged therefor.

RECOMMENDATION: It is recommended that the Board approve the fiscal determination of the proposal outlined above. It is further recommended that, pursuant to the fiscal determination requirements of Subsection 16(c) of Article VII of the revised Constitution of 1968, the Board find and determine that in no State fiscal year will the debt service requirements of the Bonds proposed to be issued and all other bonds secured by the same pledged revenues exceed the pledged revenues available for payment of such debt service requirements. The Board does not assume any responsibility for, and makes no warranty (express or implied) with respect to any other aspect of this bond issue except for fiscal determination. (Att. #7)

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June 26, 2003

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8. APPROVAL OF FISCAL DETERMINATION OF AMOUNTS NOT EXCEEDING $16,840,000 TAX EXEMPT AND $975,000 TAXABLE FLORIDA HOUSING FINANCE CORPORATION MULTIFAMILY MORTGAGE REVENUE BONDS, 2003 SERIES (SERIES TO BE DESIGNATED) (WELLESLEY APARTMENTS):

(ACTION REQUIRED)

The Florida Housing Finance Corporation has submitted for approval as to fiscal determination a proposal to issue amounts not exceeding $16,840,000 Tax Exempt and $975,000 taxable Florida Housing Finance Corporation Multifamily Mortgage Revenue Bonds, 2003 Series (series to be designated) (the Bonds) for the purpose of financing the construction and equipping of a multifamily residential rental development located in Orange County, Florida (Wellesley Apartments).

9. APPROVAL OF FISCAL DETERMINATION OF AN AMOUNT NOT EXCEEDING $15,815,000 TAX EXEMPT FLORIDA HOUSING FINANCE CORPORATION MULTIFAMILY MORTGAGE REVENUE BONDS, 2003 SERIES (SERIES TO BE DESIGNATED) (PINNACLE POINTE APARTMENTS):

(ACTION REQUIRED)

The Florida Housing Finance Corporation has submitted for approval as to fiscal determination a proposal to issue an amount not exceeding $15,815,000 Tax Exempt Florida Housing Finance Corporation Multifamily Mortgage Revenue Bonds, 2003

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Series (series to be designated) (the Bonds) for the purpose of financing the construction and equipping of a multifamily residential rental development located in Orange County, Florida (Pinnacle Pointe Apartments).

10. APPROVAL OF FISCAL DETERMINATION OF AN INCREASE OF AN AMOUNT NOT EXCEEDING $350,000 TAX EXEMPT FLORIDA HOUSING FINANCE CORPORATION MULTIFAMILY MORTGAGE REVENUE BONDS, 2003 SERIES (SERIES TO BE DESIGNATED) (ANDREWS PLACE APARTMENTS):

(ACTION REQUIRED)

The Florida Housing Finance Corporation (the Corporation) has received approval as to fiscal determination at the February 25, 2003 meeting of the State Board of Administration of an amount not exceeding $9,500,000 Tax Exempt Florida Housing Finance Corporation Multifamily Mortgage Revenue Bonds, 2003 Series (series to be designated) (the Bonds) for the purpose of financing the construction and equipping of a multifamily residential rental development located in Bay County, Florida (Andrews Place Apartments).

The Florida Housing Finance Corporation has submitted for approval as to fiscal determination a proposal to increase the amount of the Bond issue by an amount not exceeding $350,000.

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11. THE STATE BOARD OF ADMINISTRATION'S MUTUAL FUND PROXY VOTING GUIDELINES:

(INFORMATION ONLY)

The State Board of Administration's Mutual Fund Proxy Voting Guidelines are designed to set policy guidelines for the voting of mutual funds held in the Florida Retirement System (FRS). These mutual fund guidelines are based on similar principles used to guide our voting decisions on U.S. corporate ballots and international ballots. (Backup to follow)

12. APPOINTMENT OF CHAIR TO THE FLORIDA COMMISSION ON HURRICANE LOSS PROJECTION METHODOLOGY:

(ACTION REQUIRED)

The Florida Commission on Hurricane Loss Projection recommend that the Trustees reappoint Sneh Gulati, statistics expert, Professor at Florida International University, as the chair of the Florida Commission on Hurricane Loss Projection Methodology for 2003-2004. (Att. #12)

13. APPOINTMENT OF A MEMBER TO THE INVESTMENT ADVISORY COUNCIL.

(Att. #13)

(ACTION REQUIRED)