2010-09-07

The Sabine Parish School Board of Sabine Parish, Louisiana, held a public meeting on September 7, 2010, at 6:30 P. M. at the School Board Title I Meeting Room, with the following members present: Imon Jones, President, Denyse A. Williams, Vice President, Roderick Davis, James W. House, Jack Sanders, Donnie F. Sistrunk, Sr., J. A. “Buddy” Veuleman, and J. Randall Veuleman.

The meeting was called to order by the President and the Invocation was offered, and the Pledge of Allegiance was rendered.

On motion by J. Randall Veuleman and seconded by Donnie F. Sistrunk, Sr., it was carried to amend the agenda by adding, consider authorizing Negreet High School Agriculture class to go on an out-of-state field trip to Priefert Manufacturing and Ultra Trailer Manufacturing in Mount Pleasant, TX, on September 23, 2010, or September 27, 2010.

On motion by Denyse Williams and seconded by Roderick Davis, it was carried to approve the Consent Agenda as follows:

J. File: JCDAF, Bullying and Cyberbullying, Intimidation, Harassment, and Hazing

2. Ronald Burr, Bus Driver, Many School District, Resignation and Retirement, effective date dependent on Disability Retirement approval

3. Victoria Willis, Civics/Enterprise/Girls’ Basketball Coach, MHS, effective August 19, 2010

4. Kim Edmonson, Paraprofessional and CECP Coach, MHS, effective August 19, 2010

7. Heather Shirley, GSW, School Based Behavioral Health Social Worker, effective September 8, 2010 (funded by AARA Federal Funds)

8. Joyce Warren, Child Specific Paraprofessional, FHS, effective August 20, 2010

9. Tim Sepulvado, Bus Driver, Zwolle School District (Misty Sepulvado’s Route)

D. Contracts for Professional And/Or Consulting Services/Behavior Health Technician

1. Cheryl Rivers, LPN, School Nurse, Beginning August 18, 2010, Ending May 20, 2011 (Funded by IDEA-Preschool Budget)

2. Connie Keppinger, Occupational Therapist, Beginning August 17, 2010, Ending August 17, 2011 (Funded by IDEA-B Budget)

3. Taryn Brooks, Behavior Health Technician, FHS, effective September 10, 2010 (Funded through (IDEA) A.A.R.A. funds)

There was a Public Hearing on Proposed General Fund and Special Revenue Fund Budgets for 2010-2011. No public input was received.

On motion by Roderick Davis and seconded by J. Randall Veuleman, it was carried to adopt the proposed General Fund and Special Revenue Fund Budgets for 2010-2011.

On motion by James W. House and seconded by J. A. “Buddy” Veuleman, it was carried to move the “adoption of resolution authorizing the incurring of Debt and Issuance of One Million Dollars ($!,000,000) of General Obligation School Bonds, Series 2010, of Zwolle School District No. 61 of Sabine Parish, Louisiana”, to item XIV., as the bonding attorney was not present at this time.

One bid was received for purchasing and installation of replacement batteries for Uninterruptable Power Supply (UPS) units and new UPS units for all schools and administrative offices. The bid received was from Wayne Tech Sales in the amount of $21,725.00.

On motion by Donnie F. Sistrunk, Sr. and seconded by J. A. “Buddy” Veuleman, it was carried to award the bid to Wayne Tech Sales for $21,725.00

Two bids were received on refurbished Dell Desktop and Laptop Computers for Many Junior and Many High School:

On motion by Roderick Davis and seconded by Denyse Williams, it was carried to take the bids for computers under advisement and refer them to a committee (Many School Board Members) and authorize the committee to award the bid.

On motion by Donnie F. Sistrunk, Sr. and seconded by J. A. “Buddy” Veuleman, it was carried to take the bids under advisement for a portable building for Head Start to use as a Parent Center/Meeting Place. Two bids were received:

On motion by Roderick Davis and seconded by James A. “Buddy” Veuleman, it was carried to amend the agenda to add Item VIII. A. “to consider having a committee to determine the best price and award the bid.”

On motion by Denyse Williams and seconded by Roderick Davis, it was carried to have a committee determine the best price and award the bid.

On motion by Roderick Davis and seconded by J. Randall Veuleman, it was carried to award the bid on a metal building at Many High School to be used as a Field House, to the only bidder, R.V. Byles Industries, in the amount of $62,377.00. A bid bond in the amount of $3,120.00 was included with the bid.

YEAS: Imon Jones, Denyse A. Williams, Roderick Davis, James W. House, Jack Sanders, Donnie F. Sistrunk, Sr., J. A. “Buddy” Veuleman, and J. Randall Veuleman.

A motion was made by Donnie F. Sistrunk, Sr. and seconded by James W. House to adopt the following resolution:

Be it Resolved, that the following millage(s) are hereby adopted on the 2010 tax roll on all property subject to taxation by the Sabine Parish School Board:

BE IT FURTHER RESOLVED, that the proper administrative officials of the Parish of Sabine, State of Louisiana, be and they are empowered, authorized, and directed to spread said taxes, as hereinabove set forth, upon the assessment roll of said Parish for the year 2010, and to make the collection of the taxes imposed for and on behalf of the taxing authority, according to law, and that the taxes herein levied shall become a permanent lien and privilege on all property subject to taxation as herein set forth, and collection thereof shall be enforceable in the manner provided by law.

The foregoing resolution was read in full, the roll call was called on the adoption

On motion by Denyse Williams and seconded by James W. House, it was carried to approve the following revised Job Descriptions:

On motion by Donnie F. Sistrunk and seconded by J. A. “Buddy” Veuleman, it was carried to approve the following Out-of-State Travel and Monetary Assistance:

A. EHS FFA Adviser, Benny Bell, and three (3) members of the FFA Chapter to attend the National FFA Convention in Indianapolis, Indiana, on October 19-22, 2010, where two of the members will receive their American Farmer Degree.

B. CHS FFA Adviser, Samantha Airhart, and four (4) members of the FFA Chapter to attend the National FFA Convention in Indianapolis, Indiana, on October 19-22, 2010.

C. Negreet Agriculture Class and Advisor to go to Mt. Pleasant, TX, on September 23 or 27, 2010, to visit Priefert Manufacturing and Ultra Trailer Manufacturing (no monetary assistance requested).

There was a Circumstances Committee Report and the committee denied the reason for the extenuating circumstances. No action was taken.

The following resolution was offered by James W. House and seconded by Donnie F. Sistrunk, Sr.:

A resolution authorizing the incurring of debt and issuance of One Million Dollars ($1,000,000) of General Obligation School Bonds, Series 2010, of Zwolle School District No. 61 of Sabine Parish, Louisiana; prescribing the form, terms and conditions of said Bonds; designating the date, denomination and place of payment of said Bonds; providing for the payment thereof in principal and interest; and providing for other matters in connection therewith.

BE IT RESOLVED by the Parish School Board of the Parish of Sabine, State of Louisiana, acting as the governing authority of Zwolle School District No. 61 of Sabine Parish, Louisiana, that:

SECTION 1) Definitions. As used herein, the following terms shall have the following meanings, unless the context otherwise requires:

“Act” means Sub-Part A, Part III, Chapter 4 of Title 39 of the Louisiana Revised Statutes of 1950, as amended by Act 903 of the Regular Session of the Louisiana Legislature of the year 2010.

"Agreement" means the agreement to be entered into between the Issuer and the Paying Agent pursuant to this Resolution.

"Bond" means any Bonds of the Issuer authorized to be issued by this Resolution, whether initially delivered or issued in exchange for, upon transfer of, or in lieu of any Bond previously issued.

“Bond Register" means the records kept by the Paying Agent at its principal corporate office in which registration of the Bonds and transfers of the Bonds shall be made as provided herein.

"Bonds" means the Issuer's General Obligation School Bonds, Series 2010, authorized by this Resolution, in the total aggregate principal amount of One Million Dollars ($1,000,000).

"Executive Officers" means, collectively, the President and the Secretary of the Governing Authority.

"Governing Authority" means the Parish School Board of the Parish of Sabine, State of Louisiana.

"Government Securities" means direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by the United States of America, which are non‑callable prior to their maturity, may be United States Treasury obligations such as the State and Local Government Series and may be in book‑entry form.

"Interest Payment Date" means March 1 and September 1 of each year, commencing March 1, 2013.

"Outstanding" when used with respect to Bonds means, as of the date of determination, all Bonds theretofore issued and delivered under this Resolution, except:

1. Bonds theretofore canceled by the Paying Agent or delivered to the Paying Agent for cancellation;

2. Bonds for which payment or redemption sufficient funds have been theretofore deposited in trust for the owners of such Bonds, provided that if such Bonds are to be redeemed, irrevocable notice of such redemption has been duly given or provided for pursuant to this Resolution or waived;

3. Bonds in exchange for or in lieu of which other Bonds have been registered and delivered pursuant to this Resolution;

4. Bonds alleged to have been mutilated, destroyed, lost or stolen which have been paid as provided in this Resolution or by law; and

5. Bonds for the payment of the principal (or redemption price, if any) of and interest on which money or Government Securities or both are held in trust with the effect specified in this Resolution.

"Owner" or "Owners" when used with respect to any Bond means the Person in whose name such Bond is registered in the Bond Register.

"Paying Agent" means Sabine State Bank & Trust Company, in the Town of Many, Louisiana, until a successor Paying Agent shall have been appointed pursuant to the applicable provisions of this Resolution and thereafter "Paying Agent" shall mean such successor Paying Agent.

"Person" means any individual, corporation, partnership, joint venture, association, joint‑stock company, trust, unincorporated organization or government or any agency or political subdivision thereof.

"Purchaser" means Sabine State Bank & Trust Company, in the Town of Many, Louisiana, the original purchaser of the Bonds.

"Record Date" for the interest payable on any Interest Payment Date means the 15^th calendar day of the month next preceding such Interest Payment Date.

“Resolution” means this resolution authorizing the issuance of the Bonds, as it may be supplemented and amended.

SECTION 2) Authorization of Bonds; Maturities. In compliance with the terms and provisions of Article VI, Section 33 of the Constitution of the State of Louisiana of 1974, the Act, and other constitutional and statutory authority, authorized at a special election held on March 27, 2010, there is hereby authorized the incurring of an indebtedness of One Million Dollars ($1,000,000) for, on behalf of, and in the name of the Issuer, for the purpose of acquiring and/or improving lands for building sites and playgrounds; including construction of necessary sidewalks and streets adjacent thereto; purchasing, erecting and/or improving school buildings and other school related facilities within and for the Issuer, and acquiring the necessary equipment and furnishings therefor. The Bonds shall be in fully registered form, shall be dated the date of delivery thereof, shall be issued in the denominations, corresponding to the principal amount of each maturity (one Bond per maturity) and shall be numbered from R‑1 upward. The unpaid principal of the Bonds shall bear interest from the date thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for, payable on each Interest Payment Date, commencing March 1, 2013, at the following rates of interest and shall mature serially on March 1 of each year as follows:

The principal of the Bonds, upon maturity or redemption, shall be payable at the principal corporate trust office of the Paying Agent, upon presentation and surrender thereof, and interest on the Bonds shall be payable by check mailed by the Paying Agent to the Owner (determined as of the close of business on the Record Date) at the address shown on the Bond Register. Each Bond delivered under this Resolution upon transfer of, in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond, and each such Bond shall bear interest (as herein set forth) so neither gain nor loss in interest shall result from such transfer, exchange or substitution.

No Bond shall be entitled to any right or benefit under this Resolution, or be valid or obligatory for any purpose, unless there appears on such Bond a certificate of registration, substantially in the form provided in this Resolution, executed by the Paying Agent by manual signature.

SECTION 3) Redemption Provisions. The Bonds maturing on March 1, 2021, and thereafter, shall be callable for redemption at the option of the Issuer in full or in part at any time on or after March 1, 2020 at the principal amount thereof of each Bond to be called for maturity, plus accrued interest from the most recent Interest Payment Date to which interest has been paid or duly provided for.

Official notice of such call of any of the Bonds for redemption shall be given by means of first class mail, postage prepaid, by notice deposited in the United States mails not less than thirty (30) days prior to the redemption date addressed to the Owner of each Bond to be redeemed at his address as shown on the Bond Register.

SECTION 4) Registration and Transfer. The Issuer shall cause the Bond Register to be kept by the Paying Agent. The Bonds may be transferred, registered and assigned only on the Bond Register, and such registration shall be at the expense of the Issuer. A Bond may be assigned by the execution of an assignment form on the Bond or by other instruments of transfer and assignment acceptable to the Paying Agent. A new Bond or Bonds will be delivered by the Paying Agent to the last assignee (the new Owner) in exchange for such transferred and assigned Bonds after receipt of the Bonds to be transferred in proper form. Such new Bond shall be in proper denomination.

SECTION 5) Form of Bonds. The Bonds and the endorsements to appear thereon shall be in substantially the following forms, respectively, to-wit:

Zwolle School District No. 61 of Sabine Parish, Louisiana (the AIssuer@), promises to pay to:

or registered assigns, on the Maturity Date set forth above, the Principal Amount set forth above, together with interest thereon from the Bond Date set forth above or the most recent interest payment date to which interest has been paid or duly provided for, payable semiannually on March 1 and September 1 of each year, commencing March 1, 2013 (each an AInterest Payment Date@), at the Interest Rate per annum set forth above until said Principal Amount is paid. The principal of this Bond, upon maturity, is payable in lawful money of the United States of America at the principal corporate trust office of Sabine State Bank & Trust Company , in the Town of Many, Louisiana or successor thereto (the APaying Agent@), upon presentation and surrender hereof. Interest on this Bond is payable by check mailed by the Paying Agent to the registered owner (determined as of the close of business on the 15th calendar day of the month next preceding the Interest Payment Date) at the address as shown on the registration books of the Paying Agent.

This Bond is one of an authorized issue aggregating in principal the sum of One Million Dollars ($1,000,000) (the ABonds@), all of like tenor and effect except as to number, denomination and maturity, said Bonds having been issued by the Issuer pursuant to a resolution adopted by its governing authority on September 7, 2010 (the AResolution@), for the purpose of acquiring and/or improving lands for building sites and playgrounds; including construction of necessary sidewalks and streets adjacent thereto; purchasing, erecting and/or improving school buildings and other school related facilities within and for the Issuer, and acquiring the necessary equipment and furnishings therefor, title to which shall be in the public, under the authority conferred by Article VI, Section 33 of the Constitution of the State of Louisiana of 1974, Sub-Part A, Part III, Chapter 4 of Title 39 of the Louisiana Revised Statutes of 1950, as amended by Act 903 of the Regular Session of the Legislature for the year 2010, and other constitutional and statutory authority, and were specially authorized at an election held on March 27, 2010, the results of which election have been duly promulgated in accordance with law.

The Bonds maturing on March 1, 2021, and thereafter, are callable for redemption at the option of the Issuer in full or in part at any time on or after March 1, 2020, at the principal amount thereof, plus accrued interest from the most recent Interest Payment Date to which interest has been paid or duly provided for. Official notice of such call of any of the Bonds for redemption shall be given by means of first class mail, postage prepaid, by notice deposited in the United States mail not less than thirty (30) days prior to the redemption date addressed to the registered owner of each Bond to be redeemed at his address as shown on the registration books of the Paying Agent.

The Issuer shall cause to be kept at the principal corporate office of the Paying Agent a register (the ABond Register@) in which registration of the Bonds and of transfers of the Bonds shall be made as provided in the Resolution. This Bond may be transferred, registered and assigned only on the Bond Register, and such registration shall be at the expense of the Issuer. This Bond may be assigned by the execution of the assignment form hereon or by other instrument of transfer and assignment acceptable to the Paying Agent. A new Bond will be delivered by the Paying Agent to the last assignee (the new registered owner) in exchange for this transferred and assigned Bond after receipt of this Bond to be transferred in proper form. Such new Bond or Bonds shall be in proper denomination.

This Bond and the issue of which it forms a part constitute general obligations of the Issuer, and the full faith and credit of the Issuer is pledged for the payment of this Bond and the issue of which it forms a part. The Bonds are secured by a special tax to be imposed and collected annually in excess of all other taxes on all the property subject to taxation within the territorial limits of the Issuer, under the Constitution and laws of Louisiana, sufficient in amount to pay the principal of this Bond and the issue of which it forms a part and the interest thereon as they severally mature.

This Bond and the issue of which it forms a part have been duly registered with the Secretary of State of Louisiana as provided by law.

This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Resolution (herein defined) until the certificate of registration hereon shall have been signed by the Paying Agent.

It is certified that this Bond is authorized by and is issued in conformity with the requirements of the Constitution and statutes of the State of Louisiana. It is further certified, recited and declared that all acts, conditions and things required to exist, to happen and to be performed precedent to and in the issuance of this Bond and the issue of which it forms a part to constitute the same legal, binding and valid obligations of the Issuer have existed, have happened and have been performed in due time, form and manner as required by law, and that the indebtedness of the Issuer, including this Bond and the issue of which it forms a part, does not exceed the limitations prescribed by the Constitution and statutes of the State of Louisiana.

IN WITNESS WHEREOF, the Parish School Board of the Parish of Sabine, State of Louisiana, acting as the governing authority of the Issuer, has caused this Bond to be executed in its name by the signatures of its President and its Secretary and its corporate seal to be impressed hereon.

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto _____________________________________________________________________________________

the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints _____________________________________________________________________________________

attorney or agent to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises.

Dated: ____________________________________________ NOTICE: The signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever.

SECTION 6) Execution of Bonds. The Bonds shall be signed by the Executive Officers for, on behalf of, in the name of and under the corporate seal of the Issuer, and the Legal Opinion Certificate shall be signed by the Secretary of the Governing Authority, which signatures and corporate seal may be either manual or facsimile.

SECTION 7) Registration of Bonds. The Bonds shall be registered with the Secretary of State of the State of Louisiana as provided by law and shall bear the endorsement of the Secretary of State in substantially the form set forth herein, provided that such endorsement shall be manually signed only on the Bonds initially delivered to the Purchaser, and Bonds subsequently exchanged therefor as permitted in this Resolution may bear the facsimile signature of said Secretary of State.

SECTION 8) Pledge of Full Faith and Credit. The Bonds shall constitute general obligations of the Issuer, and the full faith and credit of the Issuer is hereby pledged for their payment. This Governing Authority does hereby obligate itself and is bound under the terms and provisions of law and the election authorizing the Bonds to impose and collect annually in excess of all other taxes a tax on all of the property subject to taxation within the territorial limits of the Issuer sufficient to pay the principal of and the interest on the Bonds falling due each year, said tax to be levied and collected by the same officers, in the same manner and at the same time as other taxes are levied and collected within the territorial limits of the Issuer.

SECTION 9) Sinking Fund. For the payment of the principal of and the interest on the Bonds, the Issuer will establish a special fund, to be held by the regularly designated fiscal agent of the Issuer (the "Sinking Fund"), into which the Issuer will deposit the proceeds of the aforesaid special tax and no other moneys whatsoever. The depository for the Sinking Fund shall transfer from the Sinking Fund to the Paying Agent at least one (1) day in advance of each Interest Payment Date, funds fully sufficient to pay promptly the principal and interest falling due on such date.

All moneys deposited with the regularly designated fiscal agent bank or banks of the Issuer or the Paying Agent under the terms of this Resolution shall constitute sacred funds for the benefit of the Owners and shall be secured by said fiduciaries at all times to the full extent thereof in the manner required by law for the securing of deposits of public funds.

All or any part of the moneys in the Sinking Fund shall, at the written request of the Issuer, be invested in accordance with the provisions of the laws of the State of Louisiana, in which event all income derived from such investments shall be added only to the Sinking Fund.

No material modification or amendment of this Resolution, or of any resolution amendatory hereof or supplemental hereto, may be made without the consent in writing of the Owners of two-thirds (2/3) of the aggregate principal amount of the Bonds then outstanding; provided, however, that no modification or amendment shall permit a change in the maturity or provisions of the Bonds, or a reduction in the rate of interest thereon, or in the amount of the principal obligation thereof, or affecting the obligation of the Issuer to pay the principal of and the interest on the Bonds as the same shall come due from the taxes pledged and dedicated to the payment thereof by this Resolution, or reduce the percentage of the Owners required to consent to any material modification or amendment of this Resolution, without the consent of all of the Owners.

SECTION 10) Severability; Application of Subsequently Enacted Laws. In case any one or more of the provisions of this Resolution or of the Bonds shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provisions of this Resolution or of the Bonds, but this Resolution and the Bonds shall be construed and enforced as if such illegal or invalid provisions had not been contained therein. Any constitutional or statutory provisions enacted after the date of this Resolution which validate or make legal any provision of this Resolution and/or the Bonds which would not otherwise be valid or legal, shall be deemed to apply to this Resolution and to the Bonds.

SECTION 11) Recital of Regularity. This Governing Authority having investigated the regularity of the proceedings had in connection with the Bonds herein authorized and having determined the same to be regular, the Bonds shall contain the following recital, to-wit:

"It is certified that this Bond is authorized by and is issued in conformity with the requirements of the Constitution and statutes of this State."

SECTION 12) Effect of Registration. The Issuer, the Paying Agent, and any agent of either of them may treat the Owner in whose name any Bond is registered as the Owner of such Bond for the purpose of receiving payment of the principal (and redemption price) of and interest on such Bond and for all other purposes whatsoever, and to the extent permitted by law, neither the Issuer, the Paying Agent, nor any agent of either of them shall be affected by notice to the contrary.

SECTION 13) Notices to Owners. Wherever this Resolution provides for notice to Owners of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and mailed, first‑class postage prepaid, to each Owner, at the address of such Owner as it appears in the Bond Register. In any case where notice to Owners is given by mail, neither the failure to mail such notice to any particular Owner, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Bonds. Where this Resolution provides for notice in any manner, such notice may be waived in writing by the Owner or Owners entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by Owners shall be filed with the Paying Agent, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver.

SECTION 14) Cancellation of Bonds. All Bonds surrendered for payment, redemption, transfer, exchange or replacement, if surrendered to the Paying Agent, shall be promptly canceled by it and, if surrendered to the Issuer, shall be delivered to the Paying Agent and, if not already canceled, shall be promptly canceled by the Paying Agent. The Issuer may at any time deliver to the Paying Agent for cancellation any Bonds previously registered and delivered which the Issuer may have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly canceled by the Paying Agent. All canceled Bonds held by the Paying Agent shall be disposed of as directed in writing by the Issuer.

SECTION 15) Discharge of Resolution; Defeasance. If the Issuer shall pay or cause to be paid, or there shall otherwise be paid to the Owners, the principal (and redemption price) of and interest on the Bonds, at the times and in the manner stipulated in this Resolution, then the pledge of the money, securities, and funds pledged under this Resolution and all covenants, agreements, and other obligations of the Issuer to the Owners shall thereupon cease, terminate, and become void and be discharged and satisfied, and the Paying Agent shall pay over or deliver all money held by it under this Resolution to the Issuer.

Bonds or interest installments for the payment or redemption of which money shall have been set aside and shall be held in trust (through deposit by the Issuer of funds for such payment or redemption or otherwise) at the maturity or redemption date thereof shall be deemed to have been paid within the meaning and with the effect expressed above in this Section, if they have been defeased pursuant to Chapter 14-A of Title 39 of the Louisiana Revised Statutes of 1950, as amended, or any successor provisions thereto.

SECTION 16) Successor Paying Agent; Paying Agent Agreement. The Issuer will at all times maintain a Paying Agent meeting the qualifications hereinafter described for the performance of the duties hereunder for the Bonds. The designation of the initial Paying Agent in this Resolution is hereby confirmed and approved. The Issuer reserves the right to appoint a successor Paying Agent by (a) filing with the Person then performing such function a certified copy of a resolution or ordinance giving notice of the termination of the Agreement and appointing a successor and (b) causing notice to be given to each Owner. Every Paying Agent appointed hereunder shall at all times be a bank or trust company organized and doing business under the laws of the United States of America or of any state, authorized under such laws to exercise trust powers, and subject to supervision or examination by Federal or State authority. The Executive Officers are hereby authorized and directed to execute an appropriate Agreement with the Paying Agent for and on behalf of the Issuer in such form as may be satisfactory to said officers, the signatures of said officers on such Agreement to be conclusive evidence of the due exercise of the authority granted hereunder.

SECTION 17) Arbitrage. The Issuer covenants and agrees that, to the extent permitted by the laws of the State of Louisiana, it will comply with the requirements of the Code in order to establish, maintain and preserve the exclusion from "gross income" of interest on the Bonds under the Code. The Issuer further covenants and agrees that it will not take any action, fail to take any action, or permit any action within its control to be taken, or permit at any time or times any of the proceeds of the Bonds or any other funds of the Issuer to be used directly or indirectly in any manner, the effect of which would be to cause the Bonds to be "arbitrage bonds" or would result in the inclusion of the interest on any of the Bonds in gross income under the Code, including, without limitation, (i) the failure to comply with the limitation on investment of Bond proceeds or (ii) the failure to pay any required rebate of arbitrage earnings to the United States of America or (iii) the use of the proceeds of the Bonds in a manner which would cause the Bonds to be "private activity bonds".

The Executive Officers are hereby empowered, authorized and directed to take any and all action and to execute and deliver any instrument, document or certificate necessary to effectuate the purposes of this Section.

SECTION 18) Bonds are “Bank Qualified”. The Bonds are designated as Aqualified tax-exempt obligations@ within the meaning of Section 265(b)(3) of the Code. In making this designation, the Issuer finds and determines that:

The foregoing Resolution having been submitted to a vote, the vote thereon was as follows:

Member

Yea

Nay

Absent

Abstaining

Imon W. Jones

J. A. “Buddy” Veuleman

J. Randall Veuleman

Roderick Davis

Denyse A. Williams

Harold L. Stewart

Donnie F. Sistrunk, Sr.

James W. “Jim” House

Jack H. Sanders

And the resolution was declared adopted on this, the 7^th day of September, 2010.

I, the undersigned Secretary of the Parish School Board of the Parish of Sabine, State of Louisiana, do hereby certify that the foregoing pages constitute a true and correct copy of a resolution authorizing the incurring of debt and issuance of One Million Dollars ($1,000,000) of General Obligation School Bonds, Series 2010, of Zwolle School District No. 61 of Sabine Parish, Louisiana ; prescribing the form, terms and conditions of said Bonds; designating the date, denomination and place of payment of said Bonds; providing for the payment thereof in principal and interest; and providing for other matters in connection therewith.

IN FAITH WHEREOF, witness my official signature and the impress of the official seal of the Parish School Board at Many, Louisiana, on this, the 7^th day of September, 2010.