SB399,9,2120 6. Bonds in a single issue may be composed of a single denomination or 2 or
21more denominations, as provided in the resolution.
SB399,9,2322 7. The bond shall be payable in lawful money of the United States or, if provided
23in the resolution, another currency.
SB399,9,2424 8. Bonds shall be registered as provided in the resolution.
SB399,10,2
19. Bonds shall be in the form, and executed in the manner, provided in the
2resolution.
SB399,10,43 (b) A bond issued under this section may include, or be subject to, any of the
4following:
SB399,10,65 1. Early mandatory or optional redemption or purchase in lieu of redemption
6or tender, as provided in the resolution.
SB399,10,77 2. A provision providing a right to tender.
SB399,10,108 3. A trust agreement or indenture containing any terms, conditions, and
9covenants that the commission determines to be necessary or appropriate, but such
10terms, conditions, and covenants may not be in conflict with the resolution.
SB399,10,1611 (c) The commission may purchase any bond issued under this section. Subject
12to the terms of any agreement with the bondholders, the commission may hold,
13pledge, resell, or cancel any bond purchased under this paragraph, except that a
14purchase under this paragraph may not effect an extinguishment of a bond unless
15the commission cancels the bond or otherwise certifies its intention that the bond be
16extinguished.
SB399,10,1817 (d) The proceeds of a bond issued under this section may be used for a project
18in this state or any other state.
SB399,10,20 19(6) Sale of bonds. (a) The sale of bonds under this section shall be conducted
20as provided in the bond resolution.
SB399,10,2421 (b) A sale may be public or private. Bonds may be sold at the price or prices,
22and upon the conditions, determined by the commission. The commission shall give
23due consideration to the recommendations of the participants in the project when
24determining the conditions of sale.
SB399,11,2
1(c) Bonds that are sold under this section may be serial bonds or term bonds,
2or both.
SB399,11,43 (d) If at the time of sale definitive bonds are not available, the commission may
4issue interim certificates exchangeable for definitive bonds.
SB399,11,12 5(7) Bond security. (a) The commission may secure bonds by a trust agreement
6or indenture by and between the commission and one or more corporate trustees. A
7bond resolution, trust agreement, or indenture may contain provisions for pledging
8properties, revenues, and other collateral; holding and disbursing funds; protecting
9and enforcing the rights and remedies of bondholders; restricting individual rights
10of action by bondholders; and amendments, and any other provisions the commission
11determines to be reasonable and proper for the security of the bondholders or
12contracts entered into under this section in connection with the bonds.
SB399,11,2313 (b) A pledge of property, revenues, or other collateral by a commission to secure
14the payment of the principal or redemption price of, or interest on, any bonds, or any
15reimbursement or similar agreement with any provider of credit enhancement for
16bonds, or any swap or other agreement entered into in connection with bonds, is
17binding on the parties and on any successors. The collateral shall immediately be
18subject to the pledge, and the pledge shall constitute a lien and security interest
19which shall attach immediately to the collateral and be effective, binding, and
20enforceable against the pledgor, its successors, purchasers of the collateral,
21creditors, and all others, to the extent set forth, and in accordance with, the pledge
22document irrespective of whether those parties have notice of the pledge and without
23the need for any physical delivery, recordation, filing, or further act.
SB399,12,2 24(8) No personal liability. No board member of the commission is liable
25personally on the bonds or subject to any personal liability or accountability by

1reason of the issuance of the bonds, unless the personal liability or accountability is
2the result of willful misconduct.
SB399,12,8 3(9) Bonds not public debt. (a) Unless otherwise expressly provided in the bond
4resolution, each issue of bonds by the commission shall be the limited obligation of
5the commission payable solely from amounts received by the commission from
6revenues derived from the project to be financed or refinanced or from any contract
7entered into or investment made in connection with the bonds and pledged to the
8payment of the bonds.
SB399,12,129 (b) The state and the political subdivisions who are parties to the agreement
10creating a commission under this section are not liable on bonds or any other contract
11entered into under this section, or for any other debt, obligation, or liability of the
12commission, whether in tort, contract, or otherwise.
SB399,12,2113 (c) The bonds are not a debt of the state or the political subdivisions contracting
14to create a commission under this section. A bond issue under this section does not
15obligate the state or a political subdivision to levy any tax or make any appropriation
16for payment of the bonds. All bonds issued by a commission are payable solely from
17the funds pledged for their payment in accordance with the bond resolution or trust
18agreement or indenture providing for their issuance. All bonds shall contain, on
19their face, a statement regarding the obligations of the state, the political
20subdivisions who are parties to the agreement creating the commission, and the
21commission as set forth in this paragraph.
SB399,12,24 22(10) Audits, fiscal year. (a) The board of a commission shall adopt a calendar
23year as its fiscal year for accounting purposes. The board shall annually prepare a
24budget for the commission.
SB399,13,5
1(b) A commission shall maintain an accounting system in accordance with
2generally accepted accounting principles and shall have its financial statements and
3debt covenants audited annually by an independent certified public accountant,
4except that the commission by a unanimous vote may decide to have an audit
5performed under this paragraph every 2 years.
SB399,13,76 (c) A copy of the budget and audit shall be sent to the governing body of each
7political subdivision which is a party to the agreement that created the commission.
SB399,13,11 8(11) Limitations. (a) A commission may not authorize federally tax-exempt
9bonds to finance a capital improvement project unless a political subdivision within
10whose boundaries the project is to be located has approved the financing of the
11project.
SB399,13,1512 (b) This section provides a complete alternative method, to all other methods
13provided by law, to exercise the powers authorized in this section, including the
14issuance of bonds, the entering into of contracts related to those bonds, and the
15financing or refinancing of projects.
SB399,13,2016 (c) Any action brought to challenge the validity of the proposed issuance of a
17bond under this section, or the enforceability of a contract entered into under this
18section, must be commenced in circuit court within 30 days of the commission
19adopting a resolution authorizing the issuance of the bond or the execution of the
20contract.
SB399,13,2421 (d) Bonds issued under this section shall not be invalid for any irregularity or
22defect in the proceedings for their sale or issuance. The bonds shall contain a
23statement that they have been authorized and issued pursuant to the laws of this
24state. The statement shall be conclusive evidence of the validity of the bonds.
SB399,14,8
1(12) State Pledge. The state pledges to and agrees with the bondholders, and
2persons that enter into contracts with a commission under this section, that the state
3will not limit, impair, or alter the rights and powers vested in a commission by this
4section, including the rights and powers under sub. (4), before the commission has
5met and discharged the bonds, and any interest due on the bonds, and has fully
6performed its contracts, unless adequate provision is made by law for the protection
7of the bondholders or those entering into contracts with a commission. The
8commission may include this pledge in a contract with bondholders.
SB399, s. 4 9Section 4. 71.05 (1) (c) 10. of the statutes is created to read:
SB399,14,1010 71.05 (1) (c) 10. A commission created under s. 66.0304.
SB399, s. 5 11Section 5. 71.26 (1m) (k) of the statutes is created to read:
SB399,14,1212 71.26 (1m) (k) Those issued under s. 66.0304.
SB399, s. 6 13Section 6. 71.36 (1m) of the statutes is amended to read:
SB399,15,1114 71.36 (1m) A tax-option corporation may deduct from its net income all
15amounts included in the Wisconsin adjusted gross income of its shareholders, the
16capital gain deduction under s. 71.05 (6) (b) 9. and all amounts not taxable to
17nonresident shareholders under ss. 71.04 (1) and (4) to (9) and 71.362. For purposes
18of this subsection, interest on federal obligations, obligations issued under s. 66.0304
19by a commission,
obligations issued under s. 66.0621 by a local professional baseball
20park district, a local professional football stadium district, or a local cultural arts
21district, obligations issued under ss. 66.1201, 66.1333, and 66.1335, obligations
22issued under s. 234.65 to fund an economic development loan to finance construction,
23renovation or development of property that would be exempt under s. 70.11 (36) and
24obligations issued under subch. II of ch. 229 is not included in shareholders' income.
25The proportionate share of the net loss of a tax-option corporation shall be attributed

1and made available to shareholders on a Wisconsin basis but subject to the limitation
2and carry-over rules as prescribed by section 1366 (d) of the Internal Revenue Code.
3Net operating losses of the corporation to the extent attributed or made available to
4a shareholder may not be used by the corporation for further tax benefit. For
5purposes of computing the Wisconsin adjusted gross income of shareholders,
6tax-option items shall be reported by the shareholders and those tax-option items,
7including capital gains and losses, shall retain the character they would have if
8attributed to the corporation, including their character as business income. In
9computing the tax liability of a shareholder, no credit against gross tax that would
10be available to the tax-option corporation if it were a nontax-option corporation may
11be claimed.
SB399, s. 7 12Section 7. 71.45 (1t) (k) of the statutes is created to read:
SB399,15,1313 71.45 (1t) (k) Those issued under s. 66.0304.
SB399, s. 8 14Section 8. Initial applicability.
SB399,15,2015 (1) The treatment of sections 71.05 (1) (c) 10., 71.26 (1m) (k), 71.36 (1m), and
1671.45 (1t) (k) of the statutes first applies to taxable years beginning on January 1 of
17the year in which this subsection takes effect, except that if this subsection takes
18effect after July 31, the treatment of sections 71.05 (1) (c) 10., 71.26 (1m) (k), 71.36
19(1m), and 71.45 (1t) (k) of the statutes first applies to taxable years beginning on
20January 1 of the year following the year in which this subsection takes effect.
SB399,15,2121 (End)
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