OT a RESOLUTION AUTHORIZING SALE OF REAL PROPERTY. Q (PORT ROYAL PROPERTY) WHEREAS, Soh uli Sie os Ary iret a an ten of je Sue re acomplisinent of is pups, hich ie deopnent an inproement of the harbors and seaports of Charleston, Georgetown and Port Royal for the handling of water- ‘bore commerce from and to any part of this State and other states and foreign countries, i ‘acquire, equip, maintain, develop and improve such harbors and their facilities, and to foster and |} stimulate the shipment of freight and commerce through such ports; and 5 WHEREAS, among its powers, the Authority may ret, lease, buy, own, amc, {| mongage and aispose of uch property, rel or persons the Authority my deem proper o camry ot its purposes and the provisions of 1942 Act 626 ofthe General Assembly, ll or any of 3 then and WHEREAS, Seller isthe owner of ers real property in the Town of Port Royal, South Y carting, known generally as the Port Royal Property, and further described as approxinately 51.6 Acres of highland and approximately 265 Acres of marsh ator near the South Carolina Sute Pons Authority Terminal, South of Ritaut Road, in the Town of Port Royal, and as particularly generally shown on a certain Plat prepared by Thomas and Hutton Engineering Co., date December 20,2006; and WHEREAS, in 2004, the South Carolina General Assembly enacted 2004 Act No. 313, and as amended in 2009 Act No. 73, and further amended in 2014 Act. No, 230, codifed in South Carolina Code of Laws Section $4-3-700, in which it was determined that operation of the ‘marine terminal in Port Royal should cease, and which directed the Authority to sell its property[res to or greater than eighty percent of the appraised value of the property, and that sale at such i amount shal sis the Autor’ boars dui dates tothe Authory and the Author's [bondoc ana WHEREAS, in June 2007, the Authority issued a public solicitation for offers to jh purchase the said property, ass and where is, which solicitation has continued int calendar year 2014; and e ¥ WHEREAS, the sai property is no longer required for operation of the Authority por feces; and F WHEREAS, the market value of the said property was recently determined by an appraisal obtained by the Authority in September 2014 for several parcels and in October 2014 Aub, wos ier uid «Sie Cele Genel Rel Ese Appia Senter of be Appia tse (MAD, ad wo Anvil in apa and in sping dnt shes and | WHEREAS neon whe Autry’ saciatn foes a pogo eras otc nd aged o py tte Auhoriy he um flee Mon Four Handed Tey Thos nd 00 Dla (154200000 fr pase fal i adits of be tory ind eal propery as is nd whi and as sme ed of writen contract forthe purchase and sale of suid property forthe price stated; and - ae aWHEREAS, pursuant to South Carolina Code of Laws, 1976, as amended, Section $4.3- 155, the sale of property that may be used for Authority purposes provided in Section $4-3-130 ‘must be duly approved by the South Carolina State Budget and Control Board; and WHEREAS, on November 13, 1991, the South Carolina State Ports Authority (the “SPA") adopted a resolution entitled “A RESOLUTION PROVIDING FOR THE ISSUANCE, ‘SALE AND SECURING OF SOUTH CAROLINA STATE PORTS AUTHORITY REVENUE BONDS, AND OTHER MATTERS RELATING THERETO (the “Bond Resolution”), and “which resolution was amended October 19, 2010; and WHEREAS, Article XI ofthe 2010 Bond Resolution imposes certain limitations upon the ‘sale or disposal ofthe Port Facilities (as defined in the Bond Resolution); and WHEREAS, the Authority issued certain Revenue Bonds which are still outstanding, none of which have any Event of Default, and whereby under the 2010 Revenue Bond Resolution the Authority may sell or dispose of real property or rights in property upon the adoption of this resolution; and WHEREAS, the Board has determined thatthe purchase prie forthe property of Fifteen Million Four Hundred Twenty Thousand and no/100 Dollars ($15, 420,000.00) is reasonable and ‘acceptable, thatthe price is within the statutory allowance of eighty percent ofthe appraised value, and the sale ofthe property is desirable the conduct of the Authority's business and ‘does not materially impair the Authority's ability to comply with the provision ofits Master Bond Resolution; NOW, THEREFORE, BE IT RESOLVED by the South Carolina State Ports Author meeting duly assembled, that1. The sale of the property pursuant to the proposed contract to purchase the property for the price of Fifteen Million Four Hundred Twenty Thousand and no/100 Dollars ($15,420,000.00) is hereby approved, subject to review and approval by the State Budget and. 4% Control Board in accordance with law; and. i 2. The President and Chief Executive Otficer and the Caief Financial Office ofthe Authority, upon prior approval of sale bythe State Budget and Consol Board are authorized to take all actions and to prepare and execute all contrats and dociments necessary to Sell the | pore fr the sm of Fee Mion Four Huet Twey Thouand and m0 | ($15,420,000.00) Dollar, and the President and Chief Executive Officer and Chief Financial Officer are fuer authorized to sign and deliver @ deed or desis forthe above described property in consideration of payment of Fifteen Million Four Hundred Twenty Thousand and 10/100 Dollars ($15,420,000.00), pursuant tothe terms of said propesed contrat to purchase the — j Adopted at the regular meeting of the South Carolina State Ports Authority held November 19, 2014 [WITNESS the hand and seal ofthe Secretary ofthe South Carsin State Ports Autry SOUTH CAROLINA STATE PORTS AUTEORITY ) sy lua. WCR, William Stem Chairman, Ld