Chapter 1.5Registered Public Obligations
Section § 5050
This law is the formal title of the Registered Public Obligations Act of California, which can be cited using this name.
Section § 5051
This section defines terms related to public obligations issued by government entities. Key terms include: "authorized officer," someone who executes public obligation documents; "certificated registered public obligation," a registered obligation represented by a physical instrument; and "uncertificated registered public obligation," which is not represented by a physical document.
Also, "facsimile seal" and "signature" refer to reproductions of official seals and signatures, while a "financial intermediary" is an entity like a bank that handles obligation accounts. "Issuer" denotes the public entity creating the obligation, and "obligation" is the entity's agreement to repay borrowed money. "Official actions" describe how obligations are authorized, and the "official or official body" is the one empowered to issue such obligations. The term "public entity" covers various state organizations, and "registered public obligation" refers to obligations issued through a registration system. The "system of registration" ensures the transfer and rights determination for both certificated and uncertificated obligations.
Section § 5052
This law focuses on the requirement that some financial obligations must be in "registered form" to be exempt from federal income tax. To comply with federal tax laws, public entities in California are allowed to issue obligations in this registered format. The law also acknowledges that switching from "bearer" to "registered" obligations can affect relationships, duties, and costs for both issuers and dealers. It aims to give public entities the flexibility to create and modify systems that handle these obligations efficiently and accommodate modern technological and organizational changes. The goal is to ensure smooth and accurate transfer and registration of these obligations.
Section § 5053
This law allows issuers to create a system for managing the registration of their public obligations, like bonds. They can choose to issue these obligations with certificates, without certificates, or both, based on the system they establish. The issuer has the flexibility to change this system as needed. Each system must clearly explain how obligations can be transferred and how payments will be made. The law also covers the form of obligations, record-keeping requirements, and communication with holders.
The system can accommodate both types of obligations together under certain conditions. It allows for denominations to be consolidated or varied and includes guidelines on accounting and registration matters. Additionally, there's room for agreements about system changes without affecting tax benefits.
When issuing uncertificated obligations, official actions must be documented and are admissible as evidence in legal or administrative processes. Finally, this law doesn't restrict converting obligations to different forms, as long as tax exemptions remain intact, and it acknowledges that existing legal rights apply to these structured obligations.
Section § 5054
This law section talks about the signatures needed on certain government financial documents, called certificated registered public obligations. These documents must be signed by authorized officers, either by hand or with a stamped signature. Another authorized officer's signature can verify this signature, again either manually or stamped.
If the document is related to a type of financial document that doesn’t have a physical form, known as an uncertificated registered public obligation, it can also have a certificate signed by an official, like an authenticating agent or transfer agent, either by hand or with a stamped signature.
Section § 5055
This law ensures that if a public obligation document, like a bond, is signed by authorized officials and they leave their position before the document is issued, the document is still valid and binding.
It also allows a current authorized officer to use the signature of a past officer on public obligations without any personal liability. This means that if a predecessor's signature is on a document, the current officer can adopt it as their own.
Section § 5056
This law explains that when an official seal is needed for a registered public obligation, an authorized officer can use a printed or stamped version instead of the actual seal. The facsimile, or copy of the seal, is legally just as valid as the real seal impression.
Section § 5057
This section allows an issuer to hire different agents, like those who authenticate or transfer bonds, and to set their roles, responsibilities, and compensation. These agents don't need to be based in the state. The issuer can also work with banks or other financial bodies to manage how these bonds are transferred or pledged. Importantly, the issuer can choose to handle these tasks themselves, either alone or with other issuers.
Section § 5058
This law allows an issuer, when issuing registered public obligations like bonds, to decide who pays for the registration system costs. These costs can be covered by either the buyer or seller of the obligations, or from the money made from the obligations themselves. If these costs aren’t covered by the parties involved in the transaction, the issuer has to pay them.
It also permits the issuer to set up a process for someone else to pay or reimburse these costs. The issuer can create agreements and fees for this purpose, collecting the fees in the same way as they collect payments for the obligations themselves.
Section § 5059
This law states that if a public entity in California issues any kind of registered obligation (like bonds) and it meets the state's security requirements for holding public money, it will be acceptable even if it's in a registered form. The key is that the security interest, or the legal claim, on these obligations must be properly established or 'perfected' to protect the public money put into them.
Section § 5060
This law states that records about who owns or has security interests in registered public obligations are not available for public inspection or copying, even if other laws might suggest they should be. In addition, the issuer of these obligations can decide where to keep the registration records, whether inside or outside the state.
Section § 5061
This law applies to registered public obligations, which are a type of government-issued financial instrument, unless specified otherwise by an official before these obligations are issued. Once applicable, this law overrides any other conflicting legal provisions. It doesn't prevent obligations from being issued in different forms as the law allows. If obligations have been previously approved by public vote or hearing, they don’t need to be revisited for approval again for issuance in this registered form.
Section § 5062
This law says that when dealing with the registration and transfer of obligations, it should be interpreted alongside the Uniform Commercial Code and general contract law.