                                 CODE OF VIRGINIA

ISSUANCE OF BONDS (§ 33.2-294)

A. The Authority may issue bonds from time to time in its discretion, for any of
its purposes, including the payment of all or any part of the cost of rail
facilities. Notwithstanding the foregoing, any bonds issued to pay for the
initial funding of capital projects shall be limited to financing capital
expenditures and projects submitted for approval by the Transportation Board as
set forth in &#xA7; 33.2-298.

B. The Authority may issue refunding bonds for the purpose of refunding any
bonds then outstanding that shall have been issued under the provisions of this
article, including the payment of any redemption premium thereon and any
interest accrued or to accrue to the date fixed for redemption of such bonds.
The issuance of such bonds, the maturities and other details thereof, the rights
of the holders thereof, and the rights, duties, and obligations of the Authority
in respect of the same shall be governed by the provisions of this article
insofar as the same may be applicable.

C. The bonds of each issue shall be dated such date as may be determined by the
Authority; shall bear interest at such rate or rates as shall be fixed by the
Authority, or as may be determined in such manner as the Authority may provide,
including the determination by agents designated by the Authority under
guidelines established by the Authority; shall mature at such time or times not
exceeding 40 years from their date or dates, as may be determined by the
Authority; and may be made redeemable before maturity, at the option of the
Authority, at such price or prices and under such terms and conditions as may be
fixed by the Authority prior to the issuance of the bonds.

D. The Authority shall determine the form of the bonds and manner of execution
of the bonds and shall fix the denomination or denominations of the bonds and
the place or places of payment of principal and interest, which may be at any
bank or trust company within or outside the Commonwealth. The bonds shall be
signed by the chairman or vice-chairman of the Authority or, if so authorized by
the Authority, shall bear his facsimile signature and the official seal of the
Authority, or, if so authorized by the Authority, a facsimile thereof shall be
impressed or imprinted thereon and attested by the secretary or any assistant
secretary of the Authority, or, if so authorized by the Authority, with the
facsimile signature of such secretary or assistant secretary. Any coupons
attached to bonds issued by the Authority shall bear the signature of the
chairman or vice-chairman of the Authority or a facsimile thereof. In case any
officer whose signature or a facsimile of whose signature shall appear on any
bonds or coupons shall cease to be such officer before the delivery of such
bonds, such signature or facsimile shall nevertheless be valid and sufficient
for all purposes the same as if he had remained in office until such delivery,
and any bonds may bear the facsimile signature of, or may be signed by, such
persons as at the actual time of the execution of such bonds shall be the proper
officers to sign such bonds although at the date of such bonds such persons may
not have been such officers.

E. The bonds may be issued in coupon or in registered form, or both, as the
Authority may determine, and provision may be made for the registration of any
coupon bonds as to principal alone and also as to both principal and interest,
for the reconversion into coupon bonds of any bonds registered as to both
principal and interest, and for the interchange of registered and coupon bonds.
Bonds issued in registered form may be issued under a system of book-entry for
recording the ownership and transfer of ownership of rights to receive payment
of principal of, and premium on, if any, and interest on such bonds. The
Authority may contract for the services of one or more banks, trust companies,
financial institutions, or other entities or persons, within or outside the
Commonwealth, for the authentication, registration, transfer, exchange, and
payment of the bonds or may provide such services itself. The Authority may sell
such bonds in such manner, either at public or private sale, and for such price
as it may determine will best effect the purposes of this article.

F. The proceeds of the bonds of each issue shall be used solely for the
purposes, and in furtherance of the powers, of the Authority as may be provided
in the resolution authorizing the issuance of such bonds or in the trust
agreement hereinafter mentioned securing the same.

G. In addition to the above powers, the Authority shall have the authority to
issue interim receipts or temporary bonds as provided in &#xA7; 15.2-2616 and to
execute and deliver new bonds in place of bonds mutilated, lost, or destroyed as
provided in &#xA7; 15.2-2621.

H. All expenses incurred in carrying out the provisions of this article shall be
payable solely from funds available pursuant to the provisions of this article,
and no liability shall be incurred by the Authority hereunder beyond the extent
to which moneys shall have been provided or received under the provisions of
this article.

I. At the discretion of the Authority, any bonds issued under the provisions of
this article may be secured by a trust indenture or agreement by and between the
Authority and a corporate trustee, which may be any trust company or bank having
the powers of a trust company within or outside the Commonwealth. Such trust
indenture or agreement or the resolution providing for the issuance of such
bonds may pledge or assign the revenues to be received and provide for the
mortgage of any rail facilities or property or any part thereof. Such trust
indenture or agreement or resolution providing for the issuance of such bonds
may contain such provisions for protecting and enforcing the rights and remedies
of the bondholders as may be reasonable and proper and not in violation of law,
including covenants providing for the repossession and sale by the Authority or
any trustees under any trust indenture or agreement of any rail facilities, or
part thereof, upon any default under the lease or sale of such rail facilities,
setting forth the duties of the Authority in relation to the acquisition of
property and the planning, development, acquisition, construction,
rehabilitation, establishment, improvement, extension, enlargement, maintenance,
repair, operation, and insurance of the rail facilities in connection with which
such bonds shall have been authorized; the amounts of rates, rents, fees, and
other charges to be charged; the collection of such rates, rents, fees, and
other charges; the custody, safeguarding, and application of all moneys; and
conditions or limitations with respect to the issuance of additional bonds. It
is lawful for any national bank with its main office in the Commonwealth or any
other state or any bank or trust company incorporated under the laws of the
Commonwealth or another state that may act as depository of the proceeds of
bonds or of revenues to furnish such indemnifying bonds or to pledge such
securities as may be required by the Authority. Any such trust indenture or
agreement or resolution may set forth the rights of action by bondholders. In
addition to the foregoing, any such trust indenture or agreement or resolution
may contain such other provisions as the Authority may deem reasonable and
proper for the security of the bondholders, including, without limitation,
provisions for the assignment to a corporate trustee or escrow agent of any
rights of the Authority in any project owned by, or leases or sales of any rail
facilities made by, the Authority. All expenses incurred in carrying out the
provisions of such trust indenture or agreement or resolution or other
agreements relating to any rail facilities, including those to which the
Authority may not be a party, may be treated as a part of the cost of the
operation of the rail facilities.

J. No obligation of the Authority shall be deemed to constitute a debt, or
pledge of the faith and credit, of the Commonwealth or of any other political
subdivision thereof but shall be payable solely from the revenues and other
funds of the Authority pledged thereto, excluding revenues provided from the
Commonwealth Rail Fund pursuant to &#xA7; 33.2-1526.4. All such obligations
shall contain on the face thereof a statement to the effect that the
Commonwealth, any political subdivision thereof, and the Authority shall not be
obligated to pay the same or the interest thereon except from revenues and other
funds of the Authority pledged thereto, and that neither the faith and credit
nor the taxing power of the Commonwealth or of any political subdivision thereof
is pledged to the payment of the principal of or the interest on such
obligations.

K. Any bonds or refunding bonds issued under the provisions of this article and
any transfer of such bonds shall at all times be free from Commonwealth and
local taxation. The interest on the bonds and any refunding bonds or bond
anticipation notes shall at all times be exempt from taxation by the
Commonwealth and by any political subdivision thereof.

L. Neither the directors of the Board nor any person executing the bonds shall
be liable personally on the bonds by reason of the issuance thereof.

M. Any holder of bonds issued under the provisions of this article or any of the
coupons appertaining thereto, and the trustee under any trust indenture or
agreement or resolution, except to the extent the rights herein given may be
restricted by such trust indenture or agreement or resolution authorizing the
issuance of such bonds, may either at law or in equity, by suit, action,
mandamus, or other proceeding, protect and enforce any and all rights under the
laws of the Commonwealth or granted hereunder or under such trust indenture or
agreement or resolution and may enforce and compel the performance of all duties
required by this article or by such trust indenture or agreement or resolution
to be performed by the Authority or by any officer thereof, including the
fixing, charging, and collecting of rates, rentals, fees, and other charges.

N. Provision may be made in the proceedings authorizing refunding bonds for the
purchase of the refunded bonds in the open market or pursuant to tenders made
from time to time where there is available in the escrow or sinking fund for the
payment of the refunded bonds a surplus in an amount to be fixed in such
proceedings.

O. 1. The Authority is hereby authorized to apply for, execute, and/or endorse
applications submitted by private entities or political subdivisions of the
Commonwealth to obtain federal credit assistance for one or more qualifying
transportation infrastructure projects or facilities to be developed pursuant to
the Public-Private Transportation Act of 1995 (§ 33.2-1800 et seq.). Any such
application, agreement, and/or endorsement shall not financially obligate the
Commonwealth or be construed to implicate the credit of the Commonwealth as
security for any such federal credit assistance.

   2. The Authority is hereby authorized to pursue or otherwise apply for, and
   execute, an agreement to obtain financing using a federal credit instrument
   for project financings otherwise authorized by this article or other acts of
   assembly.

HISTORY: 2020, cc. 1230, 1275.