august board meeting to be held at the offices of texas ... · 8/18/2016 · audit committee...

August Board Meeting To be held at the offices of

Texas State Affordable Housing Corporation 2200 East Martin Luther King Jr. Blvd.

Austin, TX 78702

Thursday, August 18, 2016 10:30 a.m.

BOARD MEETING TEXAS STATE AFFORDABLE HOUSING CORPORATION

To be held at the offices of Texas State Affordable Housing Corporation

2200 East Martin Luther King Jr. Blvd Austin, Texas 78702

August 18, 2016 at 10:30am CALL TO ORDER, ROLL CALL Bob Jones CERTIFICATION OF QUORUM Chair The Board of Directors of Texas State Affordable Housing Corporation will meet to consider and possibly act on the following: PUBLIC COMMENT AUDIT COMMITTEE REPORT Bill Dietz

Committee Chair PRESIDENT’S REPORT David Long

Tab A: Homeownership Finance Report Tab B: Development Finance Report

Tab C: Monthly Financial Reports ACTION ITEMS IN OPEN MEETING: Tab 1 Presentation, Discussion and Possible Approval of Minutes of the Board Meeting held on July 14, 2016. Tab 2 Presentation, Discussion and Possible Approval of the Texas State Affordable Housing Corporation’s 2017 Broker

Listing. Tab 3 Presentation, Discussion and Possible Approval of the Fiscal Year 2017 Operating Budget. Tab 4 Presentation, Discussion and Possible Approval of the Audit Committee Guidelines. Tab 5 Presentation, Discussion and Possible Approval of a Resolution Regarding the Submission of One or More

Applications for Allocation of Private Activity Bonds, Notices of Intention to Issue Bonds and State Bond Applications to the Texas Bond Review Board and Declaration of Expectation to Reimburse Expenditures with Proceeds of Future Debt for the Peoples El Shaddai Village Apartments and St. James Manor Apartments.

CLOSED MEETING: Consultation with legal counsel on legal matters – Texas Government Code § 551.071 Deliberation regarding purchase, exchange, lease, or value of real property – Texas Government Code § 551.072 Deliberation regarding prospective gift or donation to the state or Texas State Affordable Housing Corporation – Texas Government Code § 551.073 Personnel Matters – Texas Government Code § 551.074 Implementation of security personnel or devices – Texas Government Code § 551.076 Other matters authorized under the Texas Government Code OPEN MEETING: Action in Open Meeting on Items Discussed in Closed Meeting ADJOURN: Individuals who require auxiliary aids or services for this meeting should contact Laura Ross, ADA Responsible Employee, at 512-477-3560 or Relay Texas at 1-800-735-2989 at least two days before the meeting so that the appropriate arrangements can be made. Section 46.035 of the Texas Penal Code prohibits handgun licensees from carrying their handguns at government meetings such as this one. This prohibition applies to both concealed carry and open carry by handgun licensees. Handgun licensees are required by law to refrain from carrying their handguns at this meeting. Texas State Affordable Housing Corporation reserves the right to recess this meeting (without adjourning) and convene at a later stated time, if and to the extent allowed by law. If Texas State Affordable Housing Corporation adjourns this meeting and reconvenes at a later time, the later meeting will be held in the same location as this meeting. Texas State Affordable Housing Corporation also reserves the right to proceed into a closed meeting during the meeting in accordance with the Open Meetings Act, Chapter 551 of the Texas Government Code. If permitted by the Open Meetings Act, Chapter 551 of the Texas Government Code, any item on this Agenda to be discussed in open meeting may also be discussed by the Board (and any other authorized persons) in closed meeting.

President’s Report

Month Closed # of Loans % Total At a Glance

Program %

Lender Closed # of Loans % Total

New/Existing Home

Type of Loan

Ethnicity

Top 20 Originating Counties # of Loans

Month Closed # of Loans % Total At a Glance

Program %Home Sweet Texas (80% AMFI) 68.03%Homes for Texas Heroes 31.97%

Totals $63,664,760 463 100%

Lender Closed # of Loans % Total

New/Existing Home

Type of Loan

Ethnicity

Top 20 Originating Counties # of Loans

Total Committed $63,664,760 463 100%

Total Allocation $125,000,000Remaining to Commit $61,335,240

TEXAS STATE AFFORDABLE HOUSING CORPORATIONSTATEMENT OF NET ASSETS (unaudited)As of June 30, 2016

ASSETSCurrent Assets

Cash and Cash Equivalents $ 839,904Restricted Assets Held by Bond Trustee:

Cash and Cash Equivalents 6,443,254Accrued Interest 168,410

Custodial Cash and Cash Equivalents 332,702Investments, at Fair Market Value 4,390,930Accounts Receivable & Accrued Revenue, Net of uncollectible amts. of $22,956 194,252Accrued Interest Receivable 51,579Loans Receivable, Current Portion 65,000Notes Receivable, Current Portion 699,788Down Payment Assistance, Current Portion 1,816,907Prepaid Expenses 79,593

Total Current Assets: 15,082,319

Noncurrent AssetsLoans Receivable, Net of uncollectible amounts of $91,726 560,748Notes Receivable 4,732,945Investments, at Fair Market Value 4,984,232Mortgage Servicing Rights, Net of Accumulated Amortization of $2,399,778 328,283Fixed Assets, Net of Accumulated Depreciation of $665,395 1,392,680Owned Real Estate, Federal & Other Programs Net of Accum Amort $186,659 11,123,639Down Payment Assistance 1,211,664Restricted Investments Held by Bond Trustee, at Fair Market Value 84,382,735

Total Noncurrent Assets: 108,716,926

TOTAL ASSETS $ 123,799,245

(continued)

TEXAS STATE AFFORDABLE HOUSING CORPORATIONSTATEMENT OF NET ASSETS - Continued (unaudited)As of June 30, 2016

LIABILITIES Current Liabilities

Accounts Payable and Accrued Expenses $ 188,781Notes Payable, Current Portion 45,598Custodial Reserve Funds 332,702Other Current Liabilities 54,353Payable from Restricted Assets Held by Bond Trustee:

Bonds Payable, Current Portion 1,621,441Accrued Interest on Bonds 736,708

Total Current Liabilities: 2,979,583Noncurrent Liabilities

Notes Payable 3,098,378Revenue Bonds Payable 86,597,296Due to Federal Programs 3,341,128Unearned Revenue 152,582

Total Noncurrent Liabilities: 93,189,384

Total Liabilities: 96,168,967

DEFERRED INFLOWS OF RESOURCESDeferred Revenue 214,774

Total Deferred Inflows of Resources 214,774

NET POSITIONInvested in Capital Assets 1,392,680Restricted for:

Debt Service 5,067,525Other Purposes 30,311

Unrestricted 20,924,988

Total Net Position: $ 27,415,504

TEXAS STATE AFFORDABLE HOUSING CORPORATIONSTATEMENT OF REVENUES, EXPENSES AND CHANGES IN NET ASSETS (unaudited)for the 10 months ending June 30, 2016

Operating Revenues Interest and Investment Income $ 3,699,690 Net Increase (Decrease) in Fair Value of Investments (1,267,322) Single Family Income 1,919,602 Asset Oversight and Compliance Fees 194,888 Loan Servicing Fees 91,082 Multifamily Income 167,065 Land Bank Income 321,451 Public Support Federal & State Grants 18,100 Contributions 510,647 Other Operating Revenue 344,193 Total Operating Revenues $ 5,999,396

Operating Expenses Interest Expense on Bonds and Notes Payable $ 2,865,732 Salaries, Wages and Payroll Related Costs 1,890,097 Professional Fees and Services 208,280 Amortization 219,099 Office and Equipment Rental and Maintenance 76,365 Travel and Meals 83,940 Depreciation 201,245 Program and Loan Administration 547,952 Grant Expenditures 90,332 Foundation Fund Grants 360,500 Other Operating Expenses 292,664 Total Operating Expenses $ 6,836,206

Net Loss (836,810)

Total Net Position, Beginning 28,252,314

Total Net Position, Ending $ 27,415,504

BOARD MEETING TEXAS STATE AFFORDABLE HOUSING CORPORATION

Held at the offices of Texas State Affordable Housing Corporation

2200 E. Martin Luther King Jr. Blvd. Austin, TX 78702

July 14, 2016 at 10:30 am

Summary of Minutes Call to Order, Roll Call Certification of Quorum The Board Meeting of the Texas State Affordable Housing Corporation (the “Corporation”) was called to order by Bob Jones, Chair, at 10:50am, on July 14, 2016, at the offices of Texas State Affordable Housing Corporation, 2200 E. Martin Luther King Jr. Blvd, Austin, TX 78702. Roll Call certified that a quorum was present. Members Present Bob Jones, Chair Bill Dietz, Vice Chair Jerry Romero, Member Members Absent Gerry Evenwel, Member Alex Meade, Member Staff Present Betsy Aldrich, Senior Accounting Manager Liz Bayless, Executive Vice President Katie Claflin, Senior Manager of Communications & Development Sarah Ellinor, Manager of Homeownership Programs Cynthia Gonzales, Senior Office and Loan Servicing Manager Jolene Keene, Manager of Development Finance David Long, President James Matias, Manager of Asset Oversight & Compliance Celina Mizcles, Manager of Asset Oversight & Compliance Laura Ross, Corporate Secretary/Senior Manager of Digital Content & Publications Melinda Smith, Chief Financial Officer Janie Taylor, Senior Director of Communications, Development & Government Relations Michael Wilt, Manager of External Relations Guests Ryan Holmes, Palladium USA Tom Huth, Palladium USA Scott Johnson, Palladium USA Tim Nelson, First Southwest Company Linda Patterson, Patterson & Associates

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Chris Spelbring, Raymond James Katie Van Dyk, Greenberg Traurig Public Comment No public comment was provided at the beginning of the meeting. President’s Report Mr. Long began by referring the board members to the program reports in the board packet. He noted that Ms. Patterson, the Corporation’s Investment Advisor, would provide the board with an overview of the Corporation’s investments and the state of the economy later in the meeting. Mr. Long reported that in honor of National Homeownership Month in June, the homeownership staff had conducted a webinar series on “Learning the 10 Steps to Buying a Home”. The webinars were given at two different times every Wednesday throughout the month. A total of 10 webinars were conducted and 369 consumers attended. Staff was pleased with the results and Mr. Long thanked them for their efforts. Mr. Long reported that Ms. Crim was currently attending the US Bank Symposium on behalf of the Corporation. US Bank was the Corporation’s master servicer. He also informed the board that staff would be conducting a live Facebook event with the Texas Association of Realtors (TAR) promoting the upcoming “Overcoming the Down Payment Hurdle” course taking place on July 25th. The course would be video broadcasted from TAR’s offices to realtors across the state. Mr. Long then provided an update on the upcoming Texas Statewide Homebuyer Education Program (TSHEP) training that would take place August 22-26, 2016, in Houston at the Federal Reserve Bank. Forty people had registered for the training and staff was pleased with the fundraising and support received for the training. Almost 20 scholarships would be offered to help attendees cover their hotel costs. Mr. Long announced that the Corporation had received a $20,000 grant from Bank of America in support of TSHEP. He thanked staff for their continued work to ensure that the TSHEP program was fully funded. Mr. Long informed the board that he, Mr. Danenfelzer, Mr. Wilt and Mr. Romero had attended the Federal Reserve Bank’s Southwest Border Colonias Summit in El Paso. This was the second summit the Federal Reserve Bank had held in support of a study they were conducting aimed at facilitating positive change for Colonias along the southern border. The Corporation had also been a sponsor of the summits. Mr. Long informed the board that he and Mr. Wilt had met with the Combined Law Enforcement Association of Texas (CLEAT) and the firefighters association and that he, Mr. Wilt and Mr. Danenfelzer would be attending the Rural Housing of Texas roundtable at the Federal Reserve Bank in Dallas on July 22nd. Mr. Long and Mr. Wilt would be attending the National Alliance to End Homelessness conference in Washington DC July 25th-28th. He briefly spoke about his and Mr. Wilt’s involvement with the Texas Interagency Council on Homelessness.

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Mr. Long informed the board that there would need to be an Audit Committee meeting in August to review the Operating Budget for fiscal year 2017. In addition to review of the operating budget, the auditors would be present at the meeting to talk about the upcoming audit. Staff requested that the meetings be held on Thursday, August 18th. Lastly, Mr. Long presented the board with the 2015 Annual Report. He recognized Ms. Taylor, Ms. Claflin, Mr. Wilt and Ms. Ross and thanked them for their effort and hard work in putting together a great report. Mr. Jones commented on how impressed he was by all the Corporation was able to accomplish over the past year. Mr. Long introduced the professionals in attendance at the meeting today: Ms. Van Dyk with Greenberg Traurig, Mr. Spelbring with Raymond James, Mr. Nelson with Hilltop Securities and Ms. Patterson with Patterson & Associates. Mr. Jones asked for public comment on the President’s report and none was given. Tab 1 Presentation, Discussion and Possible Approval of Minutes of the Board

Meeting held on June 16, 2016. Mr. Dietz made a motion to approve the minutes of the Board Meeting held on June 16, 2016. Mr. Romero seconded the motion. Mr. Jones asked for public comment and none was given. A vote was taken on the motion and it passed unanimously. Tab 2 Presentation, Discussion and Possible Approval of the Texas State

Affordable Housing Corporation’s 2017 Investment Policy. Ms. Smith noted that it was a requirement for the Board to review and approve the Investment Policy on an annual basis. She stated that there were two significant changes being proposed that could be found on pages 8 and 11. On page 8, staff was requesting an extension of the stated maturity on commercial paper from 90 days to 180 days. On page 11, staff had added a statement that preference would be given to pledged securities over letters of credit for collateral. Ms. Patterson, the Corporation’s Investment Advisor, explained that letters of credit had been added to the list of authorized collateral because it was currently too expensive for banks to pledge collateral unless they had the ability to pledge letters of credit. Staff didn’t want the Corporation to be left without any bank bids which is why letters of credit had been added. Ms. Patterson further explained that the changes resulting from Basel III had increased liquidity and decreased leverage requirements for all banks. State law required that banks pledge securities as collateral for funds held on deposit for public entities like the Corporation. Mr. Dietz asked if this applied to cash above FDIC limits and Ms. Patterson confirmed that it did. Ms. Smith noted that the auditors always checked to make sure we had the proper amount of collateral for our investments. Ms. Smith pointed out the final change that could be found on Attachment A, the Certification. Ms. Patterson stated that under state law the Corporation was required to send a certification to anyone selling us an investment security. This could include bankers, brokers or a pool. The previous language reflected "qualified representative" which didn’t necessarily fit a banking

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situation. Because of this, it was changed to "a qualified representative or authorized representative." Mr. Dietz asked why the stated maturity on commercial paper had been extended from 90 to 180 days. Ms. Patterson explained that the economy was increasing which increased opportunity for commercial paper. The market for commercial paper was about 90 days to 120 days and there was a natural break at 180. Mr. Romero made a motion to approve the Texas State Affordable Housing Corporation’s 2017 Investment Policy. Mr. Dietz seconded the motion. Mr. Jones asked for public comment and none was given. A vote was taken on the motion and it passed unanimously. Tab 3 Presentation, Discussion and Possible Approval of the Texas State

Affordable Housing Corporation’s 2017 Broker Listing. Mr. Jones made a motion to table Tab 3. Mr. Dietz seconded the motion. Mr. Jones asked for public comment and none was given. A vote was taken on the motion and it passed unanimously. The tab item was therefore tabled until the August board meeting. Following the vote, Ms. Patterson gave a brief presentation on the state of the economy and its effect on the market and investments. Board discussion followed. Tab 4 Presentation, Discussion and Possible Approval of a Resolution Regarding

the Submission of One or More Applications for Allocation of Private Activity Bonds, Notice of Intention to Issue Bonds and State Bond Application to the Texas Bond Review Board and Declaration of Expectation to Reimburse Expenditures with Proceeds of Future Debt for the Palladium Glenn Heights Apartments Project.

Ms. Bayless explained that the resolution before the board would give staff the ability to submit an application for bonds and also move forward with due diligence on a potential affordable multifamily development located in Glenn Heights. Palladium Glenn Heights Apartments would be new construction consisting of 270 units. The development team would be a partnership between Palladium USA and the City of Glenn Heights Improvement Corporation. Ms. Bayless noted the Corporation had worked with Palladium USA previously on the Palladium Midland Housing development. The proposed transaction in Glenn Heights would be structured very similarly. Ms. Bayless introduced the representatives of Palladium in attendance at the meeting: Mr. Tom Huth, Mr. Ryan Holmes and Mr. Scott Johnson. Ms. Bayless explained that the proposed project met two of the targeted housing needs set forth in our Private Activity Bond policies – rural or small urban areas and disaster relief. She noted that Glenn Heights was a community of approximately 11,000 people located on the border between Dallas and Ellis counties. The location had rural characteristics and was outside of the primary Dallas/Fort Worth metro areas. It had been included in state and federal disaster declarations due to a series of tornadoes that occurred last December. More than 100 homes in Glenn Heights had been destroyed or damaged.

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Mr. Huth, President and CEO of Palladium USA, introduced himself to the board. He explained that the proposed development would be built in Glenn Heights, an area with very little new development. He stated that Palladium had been working with the city for two years on this development. At first they had pursued 9 % tax credits to finance the property, but that had fallen through due to lack of state representative support. Mr. Huth explained that support from state representatives accounted for a high number of points in the scoring process for 9 percent tax credits. Because the 9% tax credits hadn’t worked out, the developer had decided to pursue 4% tax credits. Mr. Huth spoke about the planning process that took place between Palladium and the City of Glenn Heights. He explained that the City owned the land where the development would be built. The City would be partners with Palladium on the development and share in the developer fees. Because the City owned the land, Palladium would pursue a full property tax exemption. Mr. Romero asked if neighborhood association support would be garnered for the development. Mr. Huth explained that notices would be issued to the school district, the state representatives in the area, and the county. There would also be a public hearing held by the Corporation where anyone could provide public comment on the proposed development. Ms. Bayless stated that the proposed bond request was a little over $28 million. The inducement resolution before the board would allow staff the authority to move forward with an application for private activity bonds and conduct the underwriting, public hearings, and begin to have bond documents drafted for an anticipated closing in December. Ms. Bayless stated that if everything progressed, staff hoped to be back with a final package for board approval in October or November 2016. Mr. Jones asked about the families displaced because their homes were destroyed by the tornadoes. Mr. Huth commented that in some cases they had moved until their homes could be rebuilt. Mr. Huth noted that the proposed development was not only in response to the tornado destruction, but also to provide a quality alternative to the existing housing stock in Glenn Heights. It would be there to serve the existing population of Glenn Heights. Mr. Jones commented that the proposed development was a good fit for the Corporation’s mission. Mr. Dietz made a motion to approve the resolution regarding the submission of one or more applications for allocation of Private Activity Bonds, Notice of Intention to Issue Bonds and State Bond Application to the Texas Bond Review Board and Declaration of Expectation to Reimburse Expenditures with Proceeds of Future Debt for the Palladium Glenn Heights Apartments Project. Mr. Romero seconded the motion. Mr. Jones asked for public comment and none was given. A vote was taken and the motion passed unanimously. Tab 5 Presentation and Discussion of Fundraising and Development Activities for

the Corporation. Mr. Romero stepped out at 11:52 am. Mr. Jones called for a brief recess. Mr. Romero returned at 11:55 am and the meeting resumed. Mr. Jones then stepped out briefly at 11:55 am, he returned at 11:57 am.

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Ms. Claflin began by sharing with the board the Corporation’s fundraising progress toward the Texas Financial Toolbox. She noted that the Toolbox was an online tool that connected Texas consumers with nonprofit housing and financial counselors in their area. She added that it also included the mortgage calculator which helped potential homebuyers estimate their mortgage interest rate based on their credit score. She noted that the current annual expenses for the Toolbox and Mortgage Calculator were approximately $8,750, which included the interest rate link on the mortgage calculator as well as the annual website support plan for the Toolbox. Ms. Claflin then informed the board of the progress towards that fundraising goal. She noted that a sponsorship campaign had been held in March aimed at lenders, realtors, and home ownership professionals encouraging them to sponsor the Toolbox. Through this campaign the Corporation was able to raise $3,000. She stated that the Corporation had received a $1000 donation from Trademark Media, our web development company, and grants had been received from Insperity and Frost Bank for $2,500 each, bringing the total fundraising amount to $9,000. Because this exceeded the goal of $8,750 staff planned to use the additional funding for additional website expenses that occurred outside of the annual support plan expenses. Ms. Claflin then spoke about the Texas Statewide Homebuyer Education Program (TSHEP), an ongoing training program for Texas housing counselors. Ms. Claflin explained that after meeting with homeownership staff it was determined that $75,000 would be needed to fully fund both trainings in 2016. She noted that this did not include the $50,000 commitment from the Texas Department of Housing and Community Affairs. Ms. Claflin informed the board that the Corporation had received $30,000 from Bank of America for TSHEP, adding Bank of America had been an annual supporter of TSHEP since we began administering the program in 2012. In addition to the grant from Bank of America, the Corporation had received a $7,500 donation from BBVA Compass, the first grant the Corporation had received from BBVA Compass. The Corporation also received a $32,000 grant from the Texas Financial Educational Endowment (TFEE). Ms. Claflin noted that the TFEE grant could be used over a two year period and was provided on a reimbursement basis. Funds could be drawn down as they were used. Another donation the Corporation had received was an in-kind donation from the Federal Reserve Bank of Dallas who had generously agreed to provide training space for the trainings. This was valued at $8,000 based on the cost to rent event space from a hotel. Lastly, the Corporation received a $20,000 grant from JPMorgan Chase to fund the 2016 TSHEP trainings. Ms. Taylor noted that this was the first grant we had received from Chase. The Corporation was able to raise a total of $97,500 for TSHEP, far exceeding the goal for 2016. Because the TFEE grant could be used over two years, the surplus grant funds ($22,500) would be used for the 2017 TSHEP trainings. In addition to this funding, a grant from Bank of America had already been received for the 2017 trainings. Mr. Romero briefly spoke about his reasoning for wanting a presentation on fundraising efforts, noting that the number included in the budget had not been reached because a larger grant had fallen through. Ms. Taylor noted that because the budgeted numbers presented to the board each month were a few months behind, they didn’t include any recent grants that had been received. She also noted that because the TFEE grant was a reimbursement situation, it was also not included in the budget numbers. Mr. Romero asked how long the Corporation had administered TSHEP and had the Toolbox. Ms. Taylor stated that the Toolbox was created in 2012 and the Corporation had administered TSHEP

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since 2012, with the first TSHEP trainings done in 2013. Mr. Romero asked about success measures for both. As to the Toolbox, Ms. Taylor stated that staff monitored the growth in the number of people visiting the website each year. She noted that Homebuyer Education was a requirement for our homeownership programs, and staff asked that the course either be online and approved by the corporation or via an agency listed on the Toolbox. Ms. Bayless stated that goals were specified and detailed in the strategic plan. Ms. Ellinor, Homeownership Programs Manager, noted that success for TSHEP was measured by the number of people who attended the classes. Information was gathered through surveys and was reliant upon how many people participated in the survey and provided the feedback. Ms. Taylor then spoke about fundraising goals and efforts for the Texas Housing Impact Fund, formally known as the Direct Lending program. Ms. Taylor stated that it was staff’s goal to raise $500,000 in grants or investments (Equity Equivalent Investments, EQ2, or Program Related Investments, PRI. Staff had worked with Woodforest National Bank for seven months to secure an EQ2 investment and the board had approved submission of an application for the investment. In April, staff had been informed by the bank that they had declined our application due to the fact that they weren’t yet comfortable with doing an EQ2. Ms. Taylor provided an update, stating that Woodforest had contacted Corporation staff wanting to restart the conversation, so staff had scheduled a conference call with them for the afternoon to talk more about the possibility. Ms. Taylor also noted that the Corporation had received an EQ2 from Wells Fargo in 2006 for $1.05 million for the program. It had a 10-year term and having reached the end of the term, we had asked for and received a 2-year extension. Ms. Taylor thanked Ms. Smith for all the work she did in gaining the 2-year extension, and thanked Mr. Romero his support in helping secure the extension. Ms. Taylor reported that staff planned to formally request a longer extension and possibly additional funding and would be working on that in the coming year. Another funding source for the Texas Housing Impact Fund in the past was the Meadows Foundation. The Corporation had received a 4-year PRI in 2010 targeted at the ACT Program. At the end of the term the funding was returned. Ms. Taylor reported that staff had reached out to the Meadows Foundation early in the summer about possible funding and reported that they were interested in looking at an application from us for the Texas Housing Impact Fund. Staff had also recently met with the Texas Capital Bank. They were interested in making an EQ2 award and investment to the Corporation. Ms. Taylor noted that they had asked for financial and program information which staff submitted to them on Monday. Mr. Jones asked if the $500,000 goal included the Wells Fargo PRI and Ms. Taylor noted that it did not. Mr. Romero asked if the Wells Fargo equity investment would be reflected again in the financials since it had received an extension. Ms. Smith responded that it would not, because it had already been recorded when it was originally received. Ms. Smith reported that in 2 years it would be listed on the financial statements as current debt. Mr. Romero asked about the banks that had recently offered EQ2’s to the Corporation, including Texas Community Bank based in Laredo with branches in Laredo, the Valley and Bexar County. Ms. Taylor noted that the EQ2 received from Texas Community Bank had been for the Affordable Communities of Texas (ACT) Program. Texas Capital Bank was located in Dallas/Fort Worth, Houston, San Antonio and Austin. She added that Woodforest Bank had various locations, but their primary locations were within Walmarts. Mr. Romero suggested that staff create a model to market to community banks for community development credit. Ms.

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Taylor agreed that the Corporation had had better success with the smaller banks. She noted that a lot of the bigger banks, Wells Fargo being the exception, only invested in CDFIs. She agreed that smaller regional banks might be a better fit for the Corporation. Ms. Taylor then turned to the Affordable Communities of Texas (ACT) Program. She noted that the fundraising goal for the ACT Program was to raise $150,000 in grants or investments to be used to acquire or rehab properties under the ACT Program. She said the funding would be used to help the local partners rehab some of the properties. She informed the board that staff had submitted an application to the Walmart Foundation in June. This was the first time the Corporation had submitted a grant application to the Walmart Foundation. She explained that they had changed their legal requirements and now focused on organizations serving statewide. Ms. Taylor also informed the board that staff planned to apply for a grant from Lowe’s. The application process didn’t open until August, but when it did staff would be asking for $50,000. Ms. Taylor noted that the Corporation had received $500,000 EQ2 from Texas Community Bank the previous year for the ACT Program. Ms. Taylor then spoke about the Texas Foundations Fund. She explained that the program was traditionally funded with TSAHC revenue from other programs. It had been a successful program in terms of outreach to other organizations and to individuals and families in need of supportive housing services or critical home repairs. She explained that one way staff tried to raise additional funds for the program was through the Advisory Council. Some Advisory Council members had been very gracious in raising or donating funds, where others had not. This year, at the direction of Mr. Romero, staff had looked at the program to determine whether we needed to change the way we were administering the program and how we raised funds for it. Staff had made administrative changes, going from a competitive application to a matching grant application for nonprofits that we serve. To enhance fundraising, staff had hired Corcoran & Company (C&C) to assist with developing a plan. Ms. Taylor reminded the board that C&C had helped the corporation several years ago with creating a development plan. She noted that C&C had been interviewing different stakeholders in the community to figure out the best strategies for creating a case statement for the program. Ms. Taylor added that staff would be meeting with C&C next week to talk about the results and strategies for moving forward with fundraising. Mr. Jones asked about the Advisory Council and Ms. Taylor noted that staff was unsure what the role of the advisory council would be going forward. They were working with C&C to determine what role they would have. Mr. Jones commented that regionalizing the Fund over the past few years had been very successful. Ms. Taylor agreed and noted that once we received a report from C&C and staff had a chance to review it internally, they would come back to the Board with an update and a presentation on their recommendations. Tab 6 Presentation, Discussion and Possible Approval of a Resolution to Approve

the Amended and Restated Certificate of Formation for the Corporation. Ms. Van Dyk explained that revisions to the document formally known as the Articles of Incorporation had been made. She had also updated terminology to comport with the current Business Organization Code. She explained that in the time since the document had last been revised, there had been an overhaul to the Business Organizations Code and some of the terminology had changed. One of the things that had changed was the title for the document. The

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updated title was Certificate of Formation. The name of the code had also changed from Nonprofit Corporation Act to Texas Business Organizations Code. Mr. Long referred the board to the red-line and clean copy of the Certificate of Formation that could be found in the board packet. He added that Mr. Evenwel had provided feedback on the document prior to today’s meeting and his comments had been incorporated by Ms. Van Dyk in the final document. Mr. Long noted that the changes to the Certificate of Formation and to the Bylaws had been inspired at a previous board meeting where Mr. Jones, Chair, and Mr. Dietz, Vice Chair, both had been unable to attend. Turning to the Bylaws for procedure, it was found that the President should preside over the meeting. During this review, several other items had been found that needed updating which created the need to update both the Certificate of Formation (formally the Articles of Incorporation) and the Bylaws of the Corporation. He provided an overview of the changes that were made including updating the location of the Corporation’s offices and the board makeup. Mr. Dietz made a motion to approve the resolution to approve the amended and restated Certificate of Formation for the Corporation. Mr. Romero seconded the motion. Mr. Jones asked for public comment and none was given. A vote was taken and the motion passed unanimously. Tab 7 Presentation, Discussion and Possible Approval of a Resolution to Approve

the Tenth Amended and Restated Bylaws of the Corporation. Ms. Van Dyk explained that revisions to the Bylaws had been recommended by Mr. Evenwel and Corporation staff. She had incorporated those changes in addition to some edits. She also updated all references to the Nonprofit Corporation Act and the Articles of Incorporation. Mr. Romero made a motion to approve the Tenth Amended and Restated Bylaws of the Corporation. Mr. Dietz seconded the motion. Mr. Jones asked for public comment and none was given. A vote was taken and the motion passed unanimously. Mr. Long thanked Ms. Bayless for working on the revisions to both the Bylaws and the Certificate of Formation and coordinating with Ms. Van Dyk on the final document. Tab 8 Presentation, Discussion and Possible Approval of a Resolution to Restate,

Ratify and Affirm the Officers of the Corporation, and to Designate Officers with Signature Authority for the Corporation

Mr. Long explained that it was an annual requirement to reaffirm by resolution the officers of the Corporation. Mr. Romero made a motion to approve the resolution to restate, ratify and affirm the officers of the Corporation, and to designate officers with signature authority for the Corporation. Mr. Dietz seconded the motion. Mr. Jones asked for public comment and none was given. A vote was taken on the motion and it passed unanimously.

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Open Meeting Mr. Jones complemented staff on the Annual Report. He thanked Ms. Berridge, the court reporter, for recording the meeting. Lastly, he thanked the staff for their hard work. Adjournment Mr. Jones adjourned the meeting at 12:36 pm. Respectfully submitted by________________________________________________ Laura Ross, Corporate Secretary

DAL 79740885v2

MINUTES AND CERTIFICATION THE STATE OF TEXAS §

§ TEXAS STATE AFFORDABLE § HOUSING CORPORATION §

I, the undersigned officer of the Texas State Affordable Housing Corporation (the

“Corporation”), do hereby certify as follows:

1. The Board of Directors of the Corporation (the “Board”) convened on the 14th day of July, 2016, at the designated meeting place in Austin, Texas, and the roll was called of the duly constituted members of the Board and officers, to wit:

Name Office

Robert Elliot Jones Chairperson William H. Dietz Vice Chairperson Gerry Evenwel Director Alejandro (Alex) Meade Director Jerry Romero Director

2. The officers of the Corporation (who are not Board members) are as follows:

Name Office

David Long President Elizabeth Bayless Executive Vice President Melinda Smith Chief Financial Officer and Treasurer Laura Ross Secretary Cynthia Gonzales Assistant Secretary

All of the Board of Directors were present except , thus constituting a quorum.

Whereupon, among other business, the following was transacted, to-wit: a written resolution (the “Resolution”) bearing the following caption:

“RESOLUTION NO. 16-

TEXAS STATE AFFORDABLE HOUSING CORPORATION

RESOLUTION TO APPROVE THE 2017 LIST OF THE AUTHORIZED QUALIFIED BROKERS OF THE CORPORATION

was duly introduced for the consideration of said Board and read in full. It was then duly moved and seconded that said Resolution be adopted; and, after due discussion and request for public comment, said motion carrying with it the adoption of said Resolution, prevailed and carried by the following vote:

DAL 79740885v2

AYES NOES ABSTENTIONS

3. That a true, full and correct copy of the Resolution adopted at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; that the Resolution has been duly recorded in said Board’s minutes of the meeting; that the persons named above are the duly chosen, qualified and acting officers and members of the Board as indicated therein; that each of the officers and members of the Board was duly and sufficiently notified officially and personally, in advance, of the time, place and purpose of the aforesaid meeting, and that the Resolution would be introduced and considered for adoption at the meeting, and each of said officers and members consented, in advance, to the holding of the meeting for such purpose.

SIGNED this 18th day of August, 2016.

Laura Ross, Secretary Texas State Affordable Housing Corporation

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DAL 79740885v2

RESOLUTION NO. 16-


RESOLUTION TO APPROVE THE 2017 LIST OF THE AUTHORIZED QUALIFIED BROKERS OF THE CORPORATION

WHEREAS, the Texas State Affordable Housing Corporation (the “Corporation”) has

been duly created and organized under the authority of Texas Government Code, Title 10, Chapter 2306, Subchapter Y, as amended, and pursuant to and in accordance with the provisions of the Texas Non-Profit Corporation Act, Article 1396-1.01 et seq., now codified as the Texas Business Organizations Code, including Chapter 22 thereof, as amended;

WHEREAS, the Corporation has currently authorized certain brokers to engage in

investment transactions with the Corporation, which list of authorized brokers was approved by the Board of Directors on July 9th, 2015 (the “Current Broker List”);

WHEREAS, the Corporation is subject to the Public Funds Investment Act, codified in Texas Government Code Chapter 2256, as amended, which requires the Corporation to, at least annually, review, revise and adopt a list of qualified brokers that are authorized to engage in investment transactions with the Corporation;

WHEREAS, the Corporation desires to adopt a revised broker list, to be adopted on July

14th, 2016 (the “Revised Broker List”), to make certain modifications to the Current Broker List;

WHEREAS, there has been presented to the Corporation the proposed Revised Broker List attached hereto as Exhibit A and which comprises a part of this Resolution;

WHEREAS, the Board of Directors has reviewed Revised Broker List and finds it to be satisfactory and proper and hereby determines to approve such list and proceed with the execution of such document and authorize the taking of any other actions as may be necessary and appropriate in connection therewith; and

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Texas State

Affordable Housing Corporation:

Section 1. Approval, Execution and Delivery of the Revised Broker List. That the Revised Broker List attached hereto as Exhibit A is hereby approved.

Section 2. Execution and Delivery of Other Documents. That the officers of the Corporation are each hereby authorized to consent to, accept, execute and attest such certificates, documents, instruments, letters of instruction, written requests and other papers, whether or not mentioned herein, as may be necessary or convenient to carry out or assist in carrying out the purposes of this Resolution.

A-1

2 DAL 79740885v2

Section 3. Ratification of Certain Prior Actions. That all prior actions taken by or on behalf of the Corporation in connection with the Revised Broker List are hereby authorized, ratified, confirmed and approved.

Section 4. Purposes of Resolution. That the Board of Directors of the Corporation

has expressly determined and hereby confirms that the approval of the Revised Broker List accomplishes a valid public purpose of the Corporation.

Section 5. Conflicting Prior Actions. That all orders, resolutions, or any actions or

parts thereof of the Board of Directors in conflict herewith are hereby expressly repealed to the extent of any such conflict.

Section 6. Effective Date. That this Resolution shall be in full force and effect from

and upon its adoption.

APPROVED AND EFFECTIVE this 18th day of August, 2016.


Chairperson

3 DAL 79740885v2

EXHIBIT A

REVISED BROKER LIST

Texas State Affordable Housing CorporationAuthorized Broker/Dealer List

Fiscal Year 20167

The authorized broker/dealer list for Texas State Affordable Housing Corporation is shown below. Each of these firms, and the individual or broker covering the account, has been or will be sent the Investment Policy. In accordance with the Public Funds Investment Act (TX Gov’t Code 2256.005(k)) before any broker/dealer transacts business with the Corporation it will have had to certify in writing to a review of the Policy and have certified that procedures are in place to assure compliance with that Policy. Attachment A of the Policy is the certification form used for this purpose.

The Corporation's Policy establishes specific criteria for the brokers and requires that the list of broker/dealers be approved annually by the Board. Patterson & Associates maintains the brokerage compliance files for the Corporation.

When any material changes are made to the Investment Policy the new Policy is sent out for re-certification.

1. Bank of America/Merrill Lynch

2.First TennesseeBarclay’s

Capital3. G.X. Clark4. Mizuho Securities5. Morgan Stanley6. Mutual Securities7. Piper Jaffray8. Raymond James9. RBC Capital

10. Stiefel Nicolaus 11. Wells Fargo

Texas State Affordable Housing CorporationProposed Operating Budget

Fiscal Year 2017

2016 2016 2017

Budget Actual BudgetRevenuesServicing Revenue, Net of Subservicer Fees $ 121,000 $ 189,065 $ 154,000 Single Family Program Revenue 3,273,000 3,813,280 3,399,000 Multifamily Program Revenue 410,000 434,275 419,000 Lending Program Revenue 289,000 761,481 252,000 ACT Program Revenue 276,000 195,661 368,000 Grants & Donations 740,000 69,648 683,000 Federal & State Grants 192,000 165,383 192,000 Tenant Rent Revenue 357,000 398,512 402,000 Investment Revenue 270,000 295,033 300,000

$ 5,928,000 $ 6,322,338 $ 6,169,000

ExpendituresSalaries & Payroll Related Expenditures $ 2,371,000 $ 2,192,695 $ 2,567,000 Program Expenditures 1,642,000 1,804,155 2,159,000 Professional Services 365,000 250,735 352,000 Foundation Fund Grants 350,000 360,500 302,000 Principal & Interest on Notes Payable 155,000 724,786 154,000 Marketing 115,000 103,044 119,000 Insurance 114,000 113,139 114,000 Travel & Meals 129,000 98,869 112,000 Furniture, Equipment, & Software 37,000 33,547 40,000 Building Maintenance 43,000 43,679 45,000 Professional Dues, Conferences & Training 27,000 26,231 27,500 Bank Fees & Charges 19,000 22,933 23,500 Sponsorships 15,000 19,425 20,000 Communication 18,000 16,898 17,000 Printing & Office Supplies 9,000 11,673 12,000 Publications, Subscriptions & Office Expenditures 8,000 8,206 8,500 Freight, Delivery & Postage 6,000 5,053 5,500

$ 5,423,000 $ 5,835,568 $ 6,078,000

$ 505,000 $ 486,770 $ 91,000

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Texas State Affordable Housing CorporationProposed Operating Budget

Fiscal Year 2017

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TEXAS STATE AFFORDABLE HOUSING CORPORATIONAUDIT COMMITTEE GUIDELINES

(Submitted for Approval August 18, 2016)

These guidelines are intended to define the purposes, membership and responsibilities of the Audit Committee of the Texas State Affordable Housing Corporation (“the Corporation”).

I. PURPOSES

The Audit Committee is appointed by the Board of Directors to assist the Board in fulfilling its oversight responsibilities. The Audit Committee’s primary duties and responsibilities are to:

1. Monitor the integrity of the Corporation’s budgeting process, financial reporting process and systems of internal controls regarding finance, accounting, legal and ethics compliance.

2. Monitor the independence and performance of the Corporation’s independent financial auditors who shall report directly to the Audit Committee.

3. Facilitate communication among the independent auditors, management, the CFO and the Board of Directors.

4. Monitor compliance by the Corporation and its directors, officers and employees with all applicable laws, regulations, contracts, agreements, and grants and the Corporation’s code of ethics and conflict of interest policies.

5. Establish procedures for the receipt, retention and treatment of financial matters complaints and the confidential anonymous submission by employees regarding questionable accounting, fraud or abuse.

6. Report on its activities to the Board of Directors.

The Audit Committee has the authority to conduct any investigation appropriate to fulfilling its responsibilities and it has direct access to the independent auditors as well as anyone at the Corporation. The Audit Committee has the ability to retain, at the Corporation’s expense, special legal, accounting, or other consultants or experts it deems necessary in the performance of its duties. However, it is not the duty or responsibility of the Audit Committee or its members to conduct auditing or accounting review or procedures, and each member of the Audit Committee shall be entitled to rely on (i) the integrity of those persons and organizations within and outside the Corporation from which it receives information and (ii) the accuracy of the financial and other information provided to the Audit Committee by such persons or organizations.

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II. COMPOSITON AND MEETINGS

The Audit Committee shall be comprised of four members, as determined by the Board of Directors, two of whom shall be directors of the Corporation. Any other board member will be eligible to serve as an alternate member of the Audit Committee and will serve if one of the other member Board directors is absent from the meeting. The Corporation’s President and Chief Financial Officer will serve as Ad Hoc members of the Committee. The two member board directors shall be free from any relationship that would interfere with the exercise of his or her independent judgment. All members of the Audit Committee shall have a basic understanding of finance and accounting and be able to read and understand fundamental financial statements, and at least one member of the Audit Committee shall have accounting or related financial management expertise.

Audit Committee members shall be appointed on recommendation by the full Board of Directors. If a Chair of the Audit Committee is not designated or present, the members of the Audit Committee may designate a Chair by majority vote of the Audit Committee.

A quorum for a meeting of the Audit Committee shall consist of at least three committee members, two of which must be Board members.

Audit Committee members will be reimbursed for travel and other actual and reasonable expenses incurred in the conduct of official Audit Committee business. No member of the Audit Committee may accept any additional consulting, advisory or other compensatory fee from the Corporation or other organization.

The Audit Committee shall meet a minimum of two times annually or more frequently if circumstances dictate.

III. RESPONSIBILITIES AND DUTIES

To carry out its purposes, the Audit Committee shall have the following duties and responsibilities:

Review Procedures

1. Review and assess the adequacy of these guidelines at least annually and submit any proposed changes to the Board of Directors for approval.

2. Review and approve the Corporation’s proposed fiscal year operating budget and any amendments thereto for the submission to the Board of Directors for approval.

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3. Review and approve the audited financial statements and any amendments thereto for submission to the Board of Directors for approval. The review should include discussion with management and independent auditors of significant issues regarding accounting and auditing principles, practices and judgments.

4. In consultation with the management, the CFO and independent auditors, consider the integrity of the company’s financial reporting processes and controls. Discuss significant financial and non-financial risk exposures and the steps management has taken to monitor, control, and report such exposures. Review significant findings prepared by the independent auditors together with management’s responses.

5. Consider and approve, if appropriate, major changes to the Corporation’s accounting principles as suggested by the independent auditors, management or CFO and any items required to be communicated by the independent auditors in accordance with Statement on Auditing Standards No. 115.

Independent Auditors

1. The independent auditors are ultimately accountable to the Audit Committee and the Board of Directors. The Audit Committee shall review the independence, qualifications and performance of the auditors and annuallyappoint the independent auditors or approve any discharge of auditors when circumstances warrant.

2. On an annual basis, the Audit Committee should review and discuss with the independent auditors all significant relationships they have the Corporation that could impair the auditors’ independence.

3. Prior to releasing the audit report, discuss the results of the audit with the independent auditors. Discuss certain matters required to be communicated to the Audit Committee in accordance with Statement on Auditing Standards No. 114 and No. 115, OMB Circular A-133, and any other standards required by applicable federal or state law or regulation.

4. Review with the independent auditor any management letter provided by the auditor and the Corporation’s response to that letter.

While the Audit Committee has the responsibilities and powers set forth in these guidelines, it is not the duty of the Audit Committee to plan or conduct audits or to determine that the Corporation’s financial statements are complete and accurate and are in accordance with generally accepted accounting principles. This is the responsibility of management and the independent auditor. Nor is it the duty of the Audit Committee to conduct investigations, to resolve disagreements, if any, between management and the independent auditor or to assure compliance with laws and regulations.

Steele - UnderwrittingProject Summary

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69591288.3 / 11609549

RESOLUTION NO. 16-_____

RESOLUTION Regarding the Submission of one or more Applications for Allocation of Private Activity Bonds, Notices of Intention to Issue Bonds and State Bond Applications to the Texas Bond Review Board and Declaration of Expectation to Reimburse Expenditures with Proceeds of Future Debt for the Peoples El Shaddai Village Apartments and St. James Manor Apartments

WHEREAS, the Board of Directors of the Texas State Affordable Housing Corporation (the “Corporation”) desires to submit one or more Applications for Allocation of Private Activity Bonds (collectively, the “Applications”) to the Texas Bond Review Board in connection with bonds (the “Bonds”) relating to the qualified residential rental housing projects referenced in Exhibit A attached hereto (jointly, the “Projects”);

WHEREAS, the Corporation intends to issue the Bonds and loan the proceeds to the borrower referenced in Exhibit A attached hereto (the “Borrower”), which will use the proceeds for the acquisition, rehabilitation and equipping of the Projects to be located at the locations referenced in Exhibit A attached hereto;

WHEREAS, it is anticipated that the Borrower will make certain capital expenditures with respect to the Projects and currently desires and expects to reimburse the capital expenditures with proceeds of such debt;

WHEREAS, under Treas. Reg. § 1.150-2 (the “Regulation”), to fund such reimbursement with proceeds of tax-exempt obligations, the Corporation must declare its expectation to make such reimbursement;

WHEREAS, the Corporation desires to preserve the ability of the Borrower to reimburse the capital expenditures with proceeds of tax-exempt obligations; and

WHEREAS, the Board desires to make all other appropriate filings and requests to the Texas Bond Review Board to enable the Corporation to issue the Bonds.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE TEXAS STATE AFFORDABLE HOUSING CORPORATION:

1. That the President of the Corporation or any officer of the Corporation is hereby authorized and directed to execute and deliver one or more Applications for Allocation of Private Activity Bonds to the Texas Bond Review Board in connection with requesting allocation for the Bonds, together with any documents, certificates or instruments related thereto.

2. That the President of the Corporation or any other officer of the Corporation is hereby authorized and directed to file with the Texas Bond Review Board one or more Notices of Intent to Issue Bonds and one or more State Bond Applications in connection with the Bonds and such officers are further authorized and directed to request that the application(s) be approved by the Executive Director of the Texas Bond Review Board in accordance with Chapter 181 of the Texas Administrative Code, as amended.

3. That the President of the Corporation or any other officer of the Corporation is hereby authorized and directed to take any and all other actions necessary or incidental to securing the

69591288.3 / 11609549 2

private activity bond allocation(s) and the approval of the Bonds from the Texas Bond Review Board.

4. That the Corporation reasonably expects that the Borrower will reimburse capital expenditures with respect to the Projects with proceeds of debt hereafter to be incurred by the Corporation, and that this resolution shall constitute a declaration of official intent under the Regulation. The maximum principal amount of obligations expected to be issued for the Projects in the aggregate is $21,300,000, as further described in Exhibit A attached hereto.

PASSED, APPROVED AND EFFECTIVE this August 18 , 2016.


* * * * * * * * * * * * * * * * * * * * * * * * * * * *

69591288.3 / 11609549 A-1

EXHIBIT A

Name and Address of Project Maximum Amount

of Bonds Borrower Borrower’s general partner

Peoples El Shaddai Village Apartments 2836 Overton Road Dallas, Texas 75216

$10,650,000 Steele Saint James Peoples LLC Steele Saint James Peoples MM LLC

St. James Manor Apartments 3119 Easter Avenue Dallas, Texas 75216

$10,650,000 Steele Saint James Peoples LLC Steele Saint James Peoples MM LLC

69591288.1 / 11609549

MINUTES AND CERTIFICATION

THE STATE OF TEXAS § § TEXAS STATE AFFORDABLE § HOUSING CORPORATION §

The Board of Directors of the Texas State Affordable Housing Corporation (the “Corporation”) convened on August 18, 2016, at its regular meeting place, and roll was called of the duly constituted members of said Board of Directors, to-wit:

Name Office

Robert Elliott Jones Chairperson William H. Dietz Vice Chairperson Gerry Evenwel Director Alejandro Meade Director Jerry Romero Director

and all of said persons were present except , thus constituting a quorum. Whereupon, among other business, the following was transacted, to-wit: a written resolution (the “Resolution”) bearing the following caption was introduced for the consideration of said Board:

“RESOLUTION NO. 16-__

RESOLUTION Regarding the Submission of one or more Applications for Allocation of Private Activity Bonds, Notices of Intention to Issue Bonds and State Bond Applications to the Texas Bond Review Board and Declaration of Expectation to Reimburse Expenditures with Proceeds of Future Debt for the Peoples El Shaddai Village Apartments and St. James Manor Apartments”

Upon motion duly made and seconded, the Resolution was finally passed and adopted by the following vote:

AYES NOES ABSTENTIONS

MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and to reflect accurately the duly constituted officers and members of the Board of Directors of the Corporation, and the attached and following copy of such Resolution is hereby certified to be a true and correct copy of an official copy thereof on file among the official records of the Corporation.

69591288.1 / 11609549 2

SIGNED this August 18, 2016.

Secretary, Texas State Affordable Housing Corporation