tab a michigan state housing development authority … · 2018/07/25 · tab h resolution...

TAB A MICHIGAN STATE HOUSING DEVELOPMENT AUTHORITY

A G E N D A July 25, 2018

735 East Michigan Avenue, Lansing, Michigan 3028 W. Grand Blvd., Suite 4-602, Detroit Michigan

10:00 a.m.

Roll Call: Public Comments: Remarks: Chairperson Executive Director Voting Issues: Tab A Approval of Agenda CONSENT AGENDA ITEMS Consent Agenda (Tabs B through G are Consent Agenda items. They are considered routine and are to be voted on as a single item by the Authority. There will be no separate discussion of these Tabs; any Authority member, however, may remove any Tab or Tabs from the Consent Agenda prior to the vote by notifying the Chair. The remaining Tabs will then be considered on the Consent Agenda. Tabs removed from the Consent Agenda will be discussed individually.) Tab B Minutes – June 27, 2018

Tab C Resolution Authorizing a Contract Extension with University Consultants, Inc., DBA Association Management Resources; to Provide Logistical and Planning Support for the 2019 Building Michigan Communities Conference

Tab D Resolution Authorizing the Extension of Professional Services Contract

with Water Hill Creative, Inc.

Tab E Resolution Authorizing Waiver of Mortgage Loan Prepayment Prohibition, Lockwood of Burton, MSDHA Development No. 1005, Township of Burton, Genesee County

Tab F Resolution Authorizing Waiver of Mortgage Loan Prepayment Prohibition,

Lockwood of Waterford MSDHA Development No. 995, Township of Waterford, Oakland County

Tab G Resolution Authorizing Income Limit and Rental Rate Change, Roberts

III, MSHDA Development No. 444-2, City of Detroit, Wayne County REGULAR VOTING ITEMS

Tab H Resolution Determining Mortgage Loan Feasibility Genesis Villas II, MSHDA Development No. 3832, City of Detroit, Wayne County Resolution Authorizing Mortgage Loan, Genesis Villas II, MSHDA Development No. 3832, City of Detroit, Wayne County Tab I Resolution Determining Mortgage Loan Feasibility, The Creamery, MSHDA

Development No. 3840, City of Kalamazoo, Kalamazoo County Tab J Resolution Determining Mortgage Loan Feasibility Oakland Park Towers II,

MSHDA Development No. 3428-2, City of Troy, Oakland County

Resolution Authorizing Mortgage Loans, Oakland Park Towers II, MSHDA Development No. 3428-2, City of Troy, Oakland County

Tab K Resolution Authorizing Modification to Mortgage Terms, Shiloh Commons, MSHDA

Development No. 960, City of Flint, Genesee County Tab L Michigan State Housing Development Authority Resolution Authorizing Short-Term

Credit Facility (Single-Family Program) 2018 in an Amount Not to Exceed $100,000,000

Tab M Resolution Authorizing Appointment of Underwriters for Authority TAB N NEW RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF FIFTEENTH

AMENDMENT TO COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT AND HFA PARTICIPATION AGREEMENT

Closed Session None.

Discussion Issues: None. Reports: Tab 1 Homeownership Production Report Tab 2 Current and Historical Homeownership Data Tab 3 Hardest Hit Report Tab 4 Delegated Action Reports

Michigan State Housing Development Authority Minutes of Authority Meeting

June 27, 2018

AUTHORITY MEMBERS PRESENT (Lansing): AUTHORITY MEMBERS ABSENT: Jeremy Hendges for Roger Curtis Luke Terry (excused absence) Eric Scorsone for N.A. Khouri Carl English Mike Kapp for Kirk Steudle Deb Muchmore Scott Wierda Tyrone Hamilton OTHERS PRESENT (Lansing/Detroit): Earl J. Poleski, Executive Director Brian Mills, Chief of Staff Maria Ostrander, Executive Mary Cook, Executive Clarence L. Stone, Jr., Legal Affairs Willard G. Moseng, Legal Affairs Diana Bitely, Legal Affairs Jeffrey Sykes, Chief Financial Officer Marneta Griffin, Technical Support Services Linda Beachnau, Technical Support Services Katie Bach, Governmental & Media Affairs John Hundt, Rental Development Andy Martin, Rental Development Chad Benson, Rental Development Mike Witt, Asset Management Ron Farnum, Office of Attorney General Jamie Schriner, CEDAM Sandy Pearson, Habitat Michigan Diane Smith, CSI Support The Chair, Jeremy Hendges, called the meeting to order at 10:02 a.m. Following Roll Call, Mr. Hendges asked for public comment. Hearing no public comment, Mr. Hendges turned the meeting over to Executive Director Poleski. Mr. Poleski reported on the following: Mr. Poleski reported that there have been several meetings to discuss the QAP and the goal is to provide better housing in Michigan. He expressed appreciation for the letter received from CEDAM last month with their comments. Mr. Poleski reported that he spoke to representatives of the Moratorium Now Coalition (“Moratorium Now”) during their Lansing protests. (Representatives of Moratorium Now made public comments during the May Board meeting.) Moratorium Now would like more tax relief from the Hardest Hit program. Michigan Homeowners Assistance Nonprofit Corporation (“MHA”) staff

will provide a response to their requests. He noted that MHA staff will determine what can be done to keep people in their homes. Mr. Poleski provided a multifamily bond issue update. He reported that the closing for the Series A and C multifamily bonds occurred on June 26, 2018; the closing on the Series B multifamily bonds is scheduled for July 11, 2018. Mr. Poleski introduced Jason Fedewa as the new Chief Accountant, stating that his hiring is part of an effort to help MSHDA segregate “Treasury” from “Accounting” functions, which will contribute to greater internal controls.

Mr. Poleski concluded his report by noting the following highlights of the 2017/2018 Fiscal Year:

• Under the Multifamily Direct Lending Program, 1,507 units of housing were constructed or rehabilitated and preserved.

• Under the 9% Low Income Housing Tax Credit Program, 1,918 units of housing were constructed or rehabilitated and preserved, and the credit ceiling was increased from $24 million to $26 million.

• The MSHDA Budget has been used strategically to provide the following: o Greater focus on MSHDA’s entire budget; o More effective use of the MSHDA Budget as a forecasting tool; and o Segregation of “Treasury” from “Accounting” functions.

• The tax exemption on private activity bonds was preserved, which in turn, preserved the 4% Low Income Housing Tax Credit.

• The allocation of HOME funds increased by $5.5 million in 2018. (In 2017, the Authority received an allocation of $11.96 million of HOME funds; for 2018, the Authority received an allocation of $17.46 million of HOME funds.)

Agenda (Tab A): Mr. Hendges requested a motion to approve the agenda. Deb Muchmore moved approval of the agenda. Tyrone Hamilton supported. The agenda was unanimously approved. Consent Agenda (Tabs B-E) Mike Kapp moved approval of the consent agenda. Scott Wierda supported. The consent agenda was approved. The consent agenda included the following resolutions: Tab B Minutes – May 23, 2018 Tab C Resolution Authorizing Reinstatement of Pass-Through Short-Term Bond

Program

Tab D Resolution Authorizing Three-Month Extension of Professional Services Contract with Public Sector Consultants for Research and Analysis of PILOTs as Part of Funding for Affordable Housing Project

Tab E Resolution Authorizing Amendment to Regulatory Agreement and

End/Reimbursement of Subsidy and Reserve Funds of Baldwin House Apartments, MSHDA Development No. 899, City of Birmingham, Oakland County

Resolution Approving 2018-2019 Budget (Tab F) was presented by Chief Financial Officer, Jeff

Sykes. Mr. Sykes reviewed the business aspects for the proposed resolution as detailed in the board documents. Carl English moved approval of the resolution. Tyrone Hamilton supported. The resolution was approved. Resolution Adopting the 2019-2020 Qualified Allocation Plan for the Housing Tax Credit Program (Tab G) was presented by Andrew Martin, Director of Development, and Chad Benson, Financial Manager for the Low Income Housing Tax Credits program. Mr. Martin and Mr. Benson reviewed the business aspects for the proposed resolution as detailed in the board documents. Mike Kapp moved approval of the resolution. Eric Scorsone supported. The resolution was approved. Resolution Determining Mortgage Loan Feasibility/Resolution Authorizing Mortgage Loan, LaBelle Towers, MSHDA Development No. 3801, City of Highland Park, Wayne County (Tab H) was presented by John Hundt of Rental Development. Mr. Hundt reviewed the business aspects of the proposed resolution as detailed in the board documents. Deb Muchmore moved approval of the resolution. Tyrone Hamilton supported. The resolution was approved. Resolution Determining Mortgage Loan Feasibility/Resolution Authorizing Mortgage Loan, Riverview Towers, MSHDA Development No. 432-2, City of Riverview, Wayne County (Tab I) was presented by John Hundt of Rental Development. Mr. Hundt reviewed the business aspects of the proposed resolution as detailed in the board documents. Tyrone Hamilton moved approval of the resolution. Scott Wierda supported. The resolution was approved. Resolution Determining Mortgage Loan Feasibility/Resolution Authorizing Mortgage Loan, Westchester South, MSHDA Development No. 3788, City of Saginaw/Saginaw Township (Tab J) was presented by John Hundt of Rental Development. Mr. Hundt reviewed the business aspects of the proposed resolution as detailed in the board documents. Deb Muchmore moved approval of the resolution. Carl English supported. The resolution was approved. Mr. Hendges noted that the following reports were included for information: Homeownership Production Report (Tab 1), Current and Historical Homeownership Data (Tab 2), Hardest Hit Report (Tab 3). Mr. Hendges noted that the next two board meetings are scheduled for July 25, 2018 and August 29, 2018. There being no further business, Mr. Hendges requested a motion to adjourn. Scott Wierda moved to adjourn. Tyrone Hamilton supported the motion, and it was unanimously approved and accepted. The meeting adjourned at 10:42 a.m.

MICHIGAN STATE HOUSING DEVELOPMENT AUTHORITY

RESOLUTION AUTHORIZING A CONTRACT EXTENSION WITH UNIVERSITY CONSULTANTS, INC., DBA

ASSOCIATION MANAGEMENT RESOURCES TO PROVIDE LOGISTICAL AND PLANNING SUPPORT FOR THE 2019 BUILDING MICHIGAN COMMUNITIES CONFERENCE

July 25, 2018

WHEREAS, the Michigan State Housing Development Authority (“Authority”), pursuant to 1966 PA 346, MCL 125.1401 et seq., provides services and programs addressing the statewide need for clean, safe and affordable housing for Michigan’s low and moderate income families, as well as programs addressing Michigan communities; and WHEREAS, in keeping with its mission, the Authority has, for the past two decades, hosted an annual affordable housing conference that brings together stakeholders specializing in the provision of programs and services to the homeless as well as experts in neighborhood revitalization; and WHEREAS, the Building Michigan Communities Conference (“BMCC”) has become one of the largest conferences of its kind in the United States and requires significant expert logistical and planning support; and WHEREAS, the Executive Director recommends that, to provide the Authority with the necessary logistical and planning support to host the 2019 BMCC, the Authority extend the contract with University Consultants, Inc. dba Association Management Resources from October 31, 2018 to October 31, 2019, and increase the maximum contract amount to an amount not to exceed One Hundred Thousand Dollars ($100,000); and WHEREAS, the Civil Service Commission has reviewed and approved the Authority’s request for contractual services; and WHEREAS, the Authority concurs in the recommendation of the Executive Director. NOW, THEREFORE, Be it Resolved by the Michigan State Housing Development Authority that the Executive Director or the Chief of Staff, or any person duly authorized to act in either of the foregoing capacities, is hereby authorized to execute an amendment to the existing professional services contract with University Consultants, Inc., dba Association Management Resources to (a) extend the term of the same by one year beginning on or about October 31, 2018 and ending October 31, 2019 and (b) increase the maximum contract amount to an amount not to exceed One Hundred Thousand Dollars ($100,000), as set forth in the accompanying memorandum.


RESOLUTION AUTHORIZING THE EXTENSION OF PROFESSIONAL SERVICES CONTRACT WITH WATER HILL CREATIVE, INC.

July 25, 2018

WHEREAS, the Michigan State Housing Development Authority (the "Authority") has received the report of the Executive Director regarding the extension of the professional services contract needed by the Governmental and Media Affairs Division to perform videography services for public relations and marketing; and WHEREAS, on September 27, 2017, the Authority approved a professional services contract with Walter Hill Creative, Inc. for a term beginning October 1, 2017 and ending September 30, 2018, for an amount not to exceed Two Hundred Fifty Thousand Dollars ($250,000); and WHEREAS, the Executive Director has recommended that the Authority approve a one-year extension to the professional services contract with Water Hill Creative, Inc. and an increase of the maximum contract amount of Two Hundred Fifty Thousand Dollars ($250,000) as described in the accompanying memorandum; and WHEREAS, if the proposed increase of Two Hundred Fifty Thousand Dollars ($250,000) is approved, the total contract amount for the professional services contract with Water Hill Creative, Inc. will be an amount not to exceed Five Hundred Thousand Dollars ($500,000); and WHEREAS, the Civil Service Commission has reviewed and approved the Authority's request for contractual services; and WHEREAS, the Authority concurs in the report and recommendation of the Executive Director. NOW, THEREFORE, Be It Resolved by the Michigan State Housing Development Authority, that the Executive Director or the Chief of Staff, or any person duly authorized to act in either of the foregoing capacities, is authorized to enter an amendment to the professional services contract with Water Hill Creative, Inc. to (a) extend the term of the professional services contract for a period beginning on or about October 1, 2018 and ending September 30, 2019 and (b) increase the maximum contract amount of the professional services contract by an amount not to exceed Two Hundred Fifty Thousand Dollars $250,000, as described above and in the accompanying memorandum.

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RESOLUTION AUTHORIZING WAIVER OF MORTGAGE LOAN PREPAYMENT PROHIBITION

LOCKWOOD OF BURTON, MSHDA DEVELOPMENT NO. 1005

TOWNSHIP OF BURTON, GENESEE COUNTY

July 25, 2018 WHEREAS, the Michigan State Housing Development Authority (the "Authority") made a mortgage loan (the “Mortgage Loan”) to Meadowview Gardens Limited Dividend Housing Association Limited Partnership (the “Mortgagor”) for the acquisition and construction of Lockwood of Burton (f.k.a. Meadowview Gardens), MSHDA Development No. 1005 (the “Development”); and WHEREAS, the Mortgage Loan documents for such Development currently prohibit prepayment of the Mortgage Loan; and WHEREAS, the Mortgagor has requested that the Authority waive the prepayment prohibition and allow a payoff of the Mortgage Loan for the reasons set for in the accompanying Action Report; and WHEREAS, the Executive Director recommends that the Authority waive the prepayment prohibition and allow the prepayment of the Mortgage Loan subject to compliance with the terms and conditions set forth in the attached Action Report dated July 25, 2018; and WHEREAS, the Authority concurs in the recommendation of the Executive Director. NOW, THEREFORE, the Michigan State Housing Development Authority resolves as follows:

1. The Authority hereby approves the prepayment of the Mortgage Loan, subject to the terms and conditions described in the accompanying Action Report.

2. The Executive Director, Chief Housing Investment Officer, Chief Financial Officer, Director of Legal Affairs, Deputy Director of Legal Affairs or any person duly appointed to act in that capacity, each is hereby authorized to (a) consent to a modification of the terms and conditions set forth in the attached Action Report, as he or she shall deem advisable and appropriate, and (b) enter into such agreements as may be necessary or appropriate to effectuate the prepayment transactions, including without limitation discharges, releases, swap termination agreements and amended regulatory agreements.

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RESOLUTION AUTHORIZING WAIVER OF MORTGAGE LOAN PREPAYMENT PROHIBITION

LOCKWOOD OF WATERFORD, MSHDA DEVELOPMENT NO. 995

TOWNSHIP OF WATERFORD, OAKLAND COUNTY

July 25, 2018 WHEREAS, the Michigan State Housing Development Authority (the "Authority") made a mortgage loan (the “Mortgage Loan”) to Riverside Gardens Limited Dividend Housing Association Limited Partnership (the “Mortgagor”) for the acquisition and construction of Lockwood of Waterford, MSHDA Development No. 995 (the “Development”); and WHEREAS, the Mortgage Loan documents for such Development currently prohibit prepayment of the Mortgage Loan; and WHEREAS, the Mortgagor has requested that the Authority waive the prepayment prohibition and allow a payoff of the Mortgage Loan for the reasons set for in the accompanying Action Report; and WHEREAS, the Executive Director recommends that the Authority waive the prepayment prohibition and allow the prepayment of the Mortgage Loan subject to compliance with the terms and conditions set forth in the attached Action Report dated July 25, 2018; and WHEREAS, the Authority concurs in the recommendation of the Executive Director. NOW, THEREFORE, the Michigan State Housing Development Authority resolves as follows:

1. The Authority hereby approves the prepayment of the Mortgage Loan, subject to the terms and conditions described in the accompanying Action Report.

2. The Executive Director, Chief Housing Investment Officer, Chief Financial Officer, Director of Legal Affairs, Deputy Director of Legal Affairs or any person duly appointed to act in that capacity, each is hereby authorized to (a) consent to a modification of the terms and conditions set forth in the attached Action Report, as he or she shall deem advisable and appropriate, and (b) enter into such agreements as may be necessary or appropriate to effectuate the prepayment transactions, including without limitation discharges, releases, swap termination agreements and amended regulatory agreements.


RESOLUTION AUTHORIZING INCOME LIMIT AND RENTAL RATE CHANGE

ROBERTS III, MSHDA DEVELOPMENT NO. 444-2 CITY OF DETROIT, WAYNE COUNTY

July 25, 2018 WHEREAS, the Authority has approved resolutions determining mortgage loan feasibility and authorizing a mortgage loan in connection with the acquisition and rehabilitation of Roberts III, MSHDA Development No. 444-2 (the "Development"); and WHEREAS, the Authority issued an income average memorandum on June 13, 2018; and WHEREAS, Roberts III is now seeking Authority approval to utilize income averaging for income limits and rental rates; and WHEREAS, the approved staff report set income limits at 60% of area median income and rental rates not to exceed one-twelfth (1/12th) of 30% of the Multifamily Tax Subsidy Project 60% income limit, adjusted for family size and based upon an imputed occupancy of one and one-half persons per bedroom; and WHEREAS, Roberts III proposes to set nineteen (19) units at income limits at 40% of area median income and rental rates not to exceed one-twelfth (1/12th) of 30% of the Multifamily Tax Subsidy Project 40% income limit, adjusted for family size and based upon an imputed occupancy of one and one-half persons per bedroom; and WHEREAS, Roberts III proposes to set nineteen (19) units at income limits at 80% of area median income and rental rates not to exceed one-twelfth (1/12th) of 30% of the Multifamily Tax Subsidy Project 80% income limit, adjusted for family size and based upon an imputed occupancy of one and one-half persons per bedroom, and WHEREAS, the remaining units would maintain the 60% restrictions set forth in the staff report. WHEREAS, the updated income limits and rental restrictions would remain in place for the same time period as initially approved; and WHEREAS, the Executive Director recommends the approval of the above proposals; and WHEREAS, the Authority concurs in the recommendation of the Executive Director. NOW, THEREFORE, the Michigan State Housing Development Authority hereby resolves as follows: 1. Robert III’s request to utilize income averaging as set forth in the Board Memo is approved,

subject to approval from all other funding sources. 2. Roberts III must also comply with any other requirements set forth in the Authority’s

Income Averaging Memorandum dated June 13, 2018.


RESOLUTION DETERMINING MORTGAGE LOAN FEASIBILITY

GENESIS VILLAS II, MSHDA DEVELOPMENT NO. 3832 CITY OF DETROIT, WAYNE COUNTY

July 25, 2018 WHEREAS, the Michigan State Housing Development Authority (the "Authority") is authorized under the provisions of Act No. 346 of the Public Acts of 1966 of the State of Michigan, as amended (the "Act"), to make mortgage loans to qualified non-profit housing corporations, consumer housing cooperatives and limited dividend housing corporations and associations; and WHEREAS, an Application for Mortgage Loan Feasibility has been filed with the Authority by CIG Holdings, LLC (the "Applicant") for a multifamily housing project to be located in the City of Detroit, Wayne County, Michigan, having an estimated total development cost of Thirteen Million Three Hundred Sixty-Eight Thousand Two Hundred Forty-Five Dollars ($13,368,245), a total estimated maximum mortgage loan amount of Six Million Seven Hundred Sixty-One Thousand Two Hundred Twenty-Eight Dollars ($6,761,228) and a Preservation Fund loan in the amount of One Million Six Hundred Twenty-Four Thousand Five Hundred Fifty-Nine Dollars ($1,624,559) (hereinafter referred to as the "Application"); and WHEREAS, a housing association to be formed by the Applicant may become eligible to receive a mortgage loan from the Authority under the provisions of the Act and the Authority's General Rules; and WHEREAS, the Executive Director has forwarded to the Authority his analysis of the Application and his recommendations with respect thereto; and WHEREAS, the Authority has considered the Application in the light of the Authority's project mortgage loan feasibility evaluation factors. NOW, THEREFORE, Be It Resolved by the Michigan State Housing Development Authority as follows:

1. The following determinations be and they hereby are made:

a. The proposed housing project will provide housing for persons of low and moderate income and will serve and improve the residential area in which Authority-financed housing is located or is planned to be located, thereby enhancing the viability of such housing.

b. The Applicant is reasonably expected to be able to achieve successful

completion of the proposed housing project.

c. The proposed housing project will meet a social need in the area in which it is to be located.

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d. A mortgage loan, or a mortgage loan not made by the Authority that is a federally-aided mortgage, can reasonably be anticipated to be obtained to provide financing for the proposed housing project.

e. The proposed housing project is a feasible housing project.

f. The Authority expects to allocate to the financing of the proposed housing

project proceeds of its bonds issued or to be issued for multifamily housing projects a maximum principal amount not to exceed Seven Million Eight Hundred Ninety-Seven Thousand Five Hundred Seventy-Nine Dollars ($7,897,579).

2. The proposed housing project be and it is hereby determined to be feasible for a

mortgage loan on the terms and conditions set forth in the Mortgage Loan Feasibility/Commitment Report of the Authority Staff presented to the Meeting, subject to any and all applicable determinations and evaluations issued or made with respect to the proposed housing project by other governmental agencies or instrumentalities or other entities concerning the effects of the proposed housing project on the environment as evaluated pursuant to the federal National Environmental Policy Act of 1969, as amended, and the regulations issued pursuant thereto as set forth in 24 CFR Part 58.

3. The determination of feasibility is based on the information obtained from the Applicant and the assumption that all factors necessary for the successful construction and operation of the proposed project shall not change in any materially adverse respect prior to the closing. If the information provided by the Applicant is discovered to be materially inaccurate or misleading, or any factors necessary for the successful construction and operation of the proposed project change in any materially adverse respect, this feasibility determination resolution may, at the option of the Executive Director, the Chief Housing Investment Officer, the Director of Legal Affairs, the Deputy Director of Legal Affairs, the Chief Financial Officer, the Deputy Director of Finance or any person duly authorized to act in any of the foregoing capacities (each an "Authorized Officer"), be immediately rescinded.

4. Neither this determination of feasibility nor the execution prior to closing of any documents requested to facilitate processing of a proposed mortgage loan to be used in connection therewith constitutes a promise or covenant by the Authority that it will make a Mortgage Loan to the Applicant.

5. This determination of Mortgage Loan Feasibility is conditioned upon the availability of financing to the Authority. The Authority does not covenant that funds are or will be available for the financing of the subject proposed housing development.

6. The Mortgage Loan Feasibility determination is subject to the conditions set forth in the Mortgage Loan Feasibility/Commitment Staff Report dated July 25, 2018, which conditions are hereby incorporated by reference as if fully set forth herein.


RESOLUTION AUTHORIZING MORTGAGE LOAN

GENESIS VILLAS II, MSHDA DEVELOPMENT NO. 3832 CITY OF DETROIT, WAYNE COUNTY

July 25, 2018

WHEREAS, the Michigan State Housing Development Authority (the "Authority") is authorized, under the provisions of Act No. 346 of the Public Acts of 1966 of the State of Michigan, as amended (hereinafter referred to as the "Act"), to make mortgage loans to qualified nonprofit housing corporations, consumer housing cooperatives, limited dividend housing corporations and associations and certain qualified individuals; and WHEREAS, an application (the "Application") has been filed with the Authority by CIG Holdings, LLC (the "Applicant") for a construction mortgage loan in the amount of Six Million Seven Hundred Sixty-One Thousand Two Hundred Twenty-Eight Dollars ($6,761,228), and a permanent mortgage loan in the amount of Five Million Four Hundred Fifteen Thousand One Hundred Ninety-Six Dollars ($5,415,196), for the construction and permanent financing of a multi-family housing project having an estimated total development cost of Thirteen Million Three Hundred Sixty-Eight Thousand Two Hundred Forty-Five Dollars ($13,368,245), to be known as Genesis Villas II, located in the City of Detroit, Wayne County, Michigan, and to be owned by Genesis Villas II Limited Dividend Housing Association, LLC (the "Mortgagor"); and WHEREAS, the Applicant has also requested a Preservation Fund loan in the estimated amount of One Million Six Hundred Twenty-Four Thousand Five Hundred Fifty-Nine Dollars ($1,624,559) (the "Preservation Loan"); and WHEREAS, the Executive Director has forwarded to the Authority his analysis of the Application and his recommendation with respect thereto; and WHEREAS, the Authority has reviewed the Application and the recommendation of the Executive Director and, on the basis of the Application and recommendation, has made determinations that:

(a) The Mortgagor is an eligible applicant;

(b) The proposed housing project will provide housing for persons of low and moderate income and will serve and improve the residential area in which Authority-financed housing is located or is planned to be located thereby enhancing the viability of such housing;

(c) The Applicant and the Mortgagor are reasonably expected to be able to achieve

successful completion of the proposed housing project;

(d) The proposed housing project will meet a social need in the area in which it is to be located;

(e) The proposed housing project may reasonably be expected to be marketed

successfully;

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(f) All elements of the proposed housing project have been established in a manner

consistent with the Authority's evaluation factors, except as otherwise provided herein;

(g) The construction or rehabilitation will be undertaken in an economical manner and

it will not be of elaborate design or materials; and

(h) In light of the estimated total project cost of the proposed housing project, the amount of the mortgage loan authorized hereby is consistent with the requirements of the Act as to the maximum limitation on the ratio of mortgage loan amount to estimated total project cost.

WHEREAS, the Authority has considered the Application in the light of the criteria established for the determination of priorities pursuant to General Rule 125.145 and hereby determines that the proposed housing project is consistent therewith; and WHEREAS, Sections 83 and 93 of the Act provide that the Authority shall determine a reasonable and proper rate of return to limited dividend housing corporations and associations on their investment in Authority-financed housing projects. NOW, THEREFORE, Be It Resolved by the Michigan State Housing Development Authority as follows:

1. The Application be and it hereby is approved, subject to the terms and conditions of this Resolution, the Act, the General Rules of the Authority, and of the Mortgage Loan Commitment hereinafter authorized to be issued to the Applicant and the Mortgagor.

2. A construction and permanent mortgage loan (the "Mortgage Loan") be and it hereby is authorized and the Executive Director, the Chief Housing Investment Officer, the Director of Legal Affairs, the Deputy Director of Legal Affairs, the Chief Financial Officer, the Deputy Director of Finance or any person duly authorized to act in any of the foregoing capacities, or any one of them acting alone (each an "Authorized Officer"), are hereby authorized to issue to the Applicant and the Mortgagor the Authority's Mortgage Loan Commitment (the "Commitment") for the construction financing of the proposed housing project in an amount not to exceed Six Million Seven Hundred Sixty-One Thousand Two Hundred Twenty-Eight Dollars ($6,761,228), and permanent financing in an amount not to exceed Five Million Four Hundred Fifteen Thousand One Hundred Ninety-Six Dollars ($5,415,196), and to have a term of thirty-five years after amortization of principal commences and to bear interest at a rate of four and 95/100 percent (4.95%) per annum. The amount of proceeds of tax exempt bonds issued or to be issued and allocated to the financing of this housing project shall not exceed Seven Million Eight Hundred Ninety-Seven Thousand Five Hundred Seventy-Nine Dollars ($7,897,579). Any Authorized Officer is hereby authorized to modify or waive any condition or provision contained in the Commitment.

3. The Preservation Loan be and it hereby is authorized and an Authorized Officer is

hereby authorized to issue to the Applicant and the Mortgagor a commitment for a Preservation Loan (together with the commitment for the Mortgage Loan, the "Mortgage Loan Commitment") in the estimated amount of One Million Six Hundred Twenty-Four Thousand Five Hundred Fifty-Nine Dollars ($1,624,559), and to have a term not to exceed fifty (50) years and to bear interest at a rate of three percent (3%) per annum.

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4. The mortgage loan commitment resolution and issuance of the Mortgage Loan

Commitment are based on the information obtained from the Applicant and the assumption that all factors necessary for the successful construction and operation of the proposed project shall not change in any materially adverse respect prior to the closing. If the information provided by the Applicant is discovered to be materially inaccurate or misleading, or any factors necessary for the successful construction and operation of the proposed project change in any materially adverse respect, this mortgage loan commitment resolution together with the commitment issued pursuant hereto may, at the option of an Authorized Officer, be rescinded.

5. Notwithstanding passage of this resolution or execution of any documents in anticipation of the closing of the proposed mortgage loan, no contractual rights to receive the mortgage loan authorized herein shall arise unless and until an Authorized Officer shall have issued a Mortgage Loan Commitment and the Applicant shall have agreed in writing within fifteen days after receipt thereof, to the terms and conditions contained therein.

6. The proposed housing project be and it hereby is granted a priority with respect to proceeds from the sale of Authority securities which are determined by the Executive Director to be available for financing the construction and permanent loans of the proposed housing project. Availability of funds is subject to the Authority's ability to sell bonds at a rate or rates of interest and at a sufficient length of maturity so as not to render the permanent financing of the development unfeasible.

7. In accordance with Section 93(b) of the Act, the maximum reasonable and proper rate of return on the investment of the Mortgagor in the housing project be and it hereby is determined to be twelve percent (12%) per annum initially. Following the payment in full of the Preservation Loan, the Mortgagor's rate of return may be increased by one percent (1%) annually until a cap of twenty-five percent (25%) is reached. The Mortgagor's return shall be fully cumulative.

8. The Mortgage Loan shall be subject to, and the Commitment shall contain, the conditions set forth in the Mortgage Loan Feasibility/Commitment Staff Report dated July 25, 2018, which conditions are hereby incorporated by reference as if fully set forth herein.


RESOLUTION DETERMINING MORTGAGE LOAN FEASIBILITY THE CREAMERY, MSHDA DEVELOPMENT NO. 3840

CITY OF KALAMAZOO, KALAMAZOO COUNTY

JULY 25, 2018 WHEREAS, the Michigan State Housing Development Authority (the "Authority") is authorized under the provisions of Act No. 346 of the Public Acts of 1966 of the State of Michigan, as amended (the "Act"), to make mortgage loans to qualified non-profit housing corporations, consumer housing cooperatives and limited dividend housing corporations and associations; and WHEREAS, an Application for Mortgage Loan Feasibility has been filed with the Authority by Hollander Development Corporation (the "Applicant") for a multifamily housing project to be located in the City of Kalamazoo, Kalamazoo County, Michigan, having an estimated total development cost of Thirteen Million Four Hundred Five Thousand Nine Hundred Fifty-Five Dollars ($13,405,955), a total estimated maximum mortgage loan amount of Six Million Nine Hundred Seventy-One Thousand Ninety-Seven Dollars ($6,971,097) and a Preservation Fund loan in the amount of Two Million Five Hundred Thousand Dollars ($2,500,000) (hereinafter referred to as the "Application"); and WHEREAS, a housing association to be formed by the Applicant may become eligible to receive a mortgage loan from the Authority under the provisions of the Act and the Authority's General Rules; and WHEREAS, the Executive Director has forwarded to the Authority his analysis of the Application and his recommendations with respect thereto; and WHEREAS, the Authority has considered the Application in the light of the Authority's project mortgage loan feasibility evaluation factors. NOW, THEREFORE, Be It Resolved by the Michigan State Housing Development Authority as follows:






d. A mortgage loan, or a mortgage loan not made by the Authority that is a

federally-aided mortgage, can reasonably be anticipated to be obtained to

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provide financing for the proposed housing project.


f. The Authority expects to allocate to the financing of the proposed housing project proceeds of its bonds issued or to be issued for multifamily housing projects a maximum principal amount not to exceed Eight Million Two Hundred Fifty-Five Thousand Dollars ($8,255,000).


mortgage loan on the terms and conditions set forth in the Mortgage Loan Feasibility/Commitment Report of the Authority Staff presented to the Meeting, subject to any and all applicable determinations and evaluations issued or made with respect to the proposed housing project by other governmental agencies or instrumentalities or other entities concerning the effects of the proposed housing project on the environment as evaluated pursuant to the federal National Environmental Policy Act of 1969, as amended, and the regulations issued pursuant thereto as set forth in 24 CFR Part 58.

3. The determination of feasibility is based on the information obtained from the Applicant and the assumption that all factors necessary for the successful construction and operation of the proposed project shall not change in any materially adverse respect prior to the closing. If the information provided by the Applicant is discovered to be materially inaccurate or misleading, or any factors necessary for the successful construction and operation of the proposed project change in any materially adverse respect, this feasibility determination resolution may, at the option of the Executive Director, the Chief Housing Investment Officer, the Director of Legal Affairs, the Deputy Director of Legal Affairs, the Chief Financial Officer or any person duly authorized to act in any of the foregoing capacities (each an "Authorized Officer"), be immediately rescinded.

4. Neither this determination of feasibility nor the execution prior to closing of any documents requested to facilitate processing of a proposed mortgage loan to be used in connection therewith constitutes a promise or covenant by the Authority that it will make a Mortgage Loan to the Applicant.


6. The Mortgage Loan Feasibility determination is subject to the conditions set forth in the Mortgage Loan Feasibility/Commitment Staff Report dated July 25, 2018, which conditions are hereby incorporated by reference as if fully set forth herein.


RESOLUTION DETERMINING MORTGAGE LOAN FEASIBILITY OAKLAND PARK TOWERS II, MSHDA DEVELOPMENT NO. 3428-2

CITY OF TROY, OAKLAND COUNTY

JULY 25, 2018 WHEREAS, the Michigan State Housing Development Authority (the "Authority") is authorized under the provisions of Act No. 346 of the Public Acts of 1966 of the State of Michigan, as amended (the "Act"), to make mortgage loans to qualified non-profit housing corporations, consumer housing cooperatives and limited dividend housing corporations and associations; and WHEREAS, an Application for Mortgage Loan Feasibility has been filed with the Authority by DeSola Capital Group LLC (the "Applicant") for a multifamily housing project to be located in the City of Troy, Oakland County, Michigan, having an estimated total development cost of Forty-Seven Million Five Hundred Eighty-Six Thousand One Hundred Forty-Nine Dollars ($47,586,149), a total estimated maximum mortgage loan amount of Twenty-Eight Million Six Hundred Fifty Thousand One Hundred Seven Dollars ($28,650,107) and a Preservation Fund loan in the amount of Seven Hundred Eighty-Seven Thousand Forty-One Dollars ($787,041) (hereinafter referred to as the "Application"); and WHEREAS, a housing association to be formed by the Applicant (the "Mortgagor") may become eligible to receive a Mortgage Loan from the Authority under the provisions of the Act and the Authority's General Rules; and WHEREAS, the Executive Director has forwarded to the Authority his analysis of the Application and his recommendations with respect thereto; and WHEREAS, the Authority has considered the Application in the light of the Authority's project mortgage loan feasibility evaluation factors. NOW, THEREFORE, Be It Resolved by the Michigan State Housing Development Authority as follows:






d. A mortgage loan, or a mortgage loan not made by the Authority that is a

federally-aided mortgage, can reasonably be anticipated to be obtained to

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provide financing for the proposed housing project.


f. The Authority expects to allocate to the financing of the proposed housing project proceeds of its bonds issued or to be issued for multifamily housing projects a maximum principal amount not to exceed Twenty-Eight Million Six Hundred Fifty Thousand One Hundred Seven Dollars ($28,650,107).


mortgage loan on the terms and conditions set forth in the Staff Report presented to the Meeting, subject to any and all applicable determinations and evaluations issued or made with respect to the proposed housing project by other governmental agencies or instrumentalities or other entities concerning the effects of the proposed housing project on the environment as evaluated pursuant to the federal National Environmental Policy Act of 1969, as amended, and the regulations issued pursuant thereto as set forth in 24 CFR Part 58.

3. The determination of feasibility is based on the information obtained from the Applicant and the assumption that all factors necessary for the successful construction and operation of the proposed housing project shall not change in any materially adverse respect prior to the closing. If the information provided by the Applicant is discovered to be materially inaccurate or misleading, or any factors necessary for the successful construction and operation of the proposed project change in any materially adverse respect, this feasibility determination resolution may, at the option of the Executive Director, the Chief Housing Investment Officer, the Director of Legal Affairs, the Deputy Director of Legal Affairs, the Chief Financial Officer, the Deputy Director of Finance or any person duly authorized to act in any of the foregoing capacities (each an "Authorized Officer"), be immediately rescinded.

4. Neither this determination of feasibility nor the execution prior to closing of any documents requested to facilitate processing of a proposed mortgage loan to be used in connection therewith constitutes a promise or covenant by the Authority that it will make a Mortgage Loan to the Mortgagor.


6. The Mortgage Loan Feasibility determination is subject to the conditions set forth in the Staff Report dated July 25, 2018, which conditions are hereby incorporated by reference as if fully set forth herein.


RESOLUTION AUTHORIZING MORTGAGE LOANS

OAKLAND PARK TOWERS II, MSHDA DEVELOPMENT NO. 3428-2 CITY OF TROY, OAKLAND COUNTY

JULY 25, 2018

WHEREAS, the Michigan State Housing Development Authority (the "Authority") is authorized, under the provisions of Act No. 346 of the Public Acts of 1966 of the State of Michigan, as amended (hereinafter referred to as the "Act"), to make mortgage loans to qualified nonprofit housing corporations, consumer housing cooperatives, limited dividend housing corporations and associations and certain qualified individuals; and WHEREAS, an application (the "Application") has been filed with the Authority by DeSola Capital Group LLC (the "Applicant") for a mortgage loan in the amount of Twenty-Eight Million Six Hundred Fifty Thousand One Hundred Seven Dollars ($28,650,107) (the "Mortgage Loan") and a Preservation Fund Loan in the estimated amount of Seven Hundred Eighty-Seven Thousand Forty-One Dollars ($787,041) (the "Preservation Loan", and together with the Mortgage Loan, the "Mortgage Loans"), for the acquisition, rehabilitation and permanent financing of a multi-family housing project having an estimated total development cost of Forty-Seven Million Five Hundred Eighty-Six Thousand One Hundred Forty-Nine Dollars ($47,586,149), to be known as Oakland Park Towers II (the "housing project"), located in the City of Troy, Oakland County, Michigan, and to be owned by Oakland Park Towers II Limited Dividend Housing Association Limited Partnership (the "Mortgagor"); and WHEREAS, the Executive Director has forwarded to the Authority his analysis of the Application and his recommendation with respect thereto; and WHEREAS, the Authority has reviewed the Application and the recommendation of the Executive Director and, on the basis of the Application and recommendation, has made determinations that:

(a) The Mortgagor is an eligible applicant;

(b) The proposed housing project will provide housing for persons of low and moderate income and will serve and improve the residential area in which Authority-financed housing is located or is planned to be located thereby enhancing the viability of such housing;

(c) The Applicant and the Mortgagor are reasonably expected to be able to achieve

successful completion of the proposed housing project;

(d) The proposed housing project will meet a social need in the area in which it is to be located;

(e) The proposed housing project may reasonably be expected to be marketed

successfully;

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(f) All elements of the proposed housing project have been established in a manner consistent with the Authority's evaluation factors, except as otherwise provided herein;

(g) The construction or rehabilitation will be undertaken in an economical manner and

it will not be of elaborate design or materials; and

(h) In light of the estimated total project cost of the proposed housing project, the amount of the Mortgage Loan authorized hereby is consistent with the requirements of the Act as to the maximum limitation on the ratio of mortgage loan amount to estimated total project cost.

WHEREAS, the Authority has considered the Application in the light of the criteria established for the determination of priorities pursuant to General Rule 125.145 and hereby determines that the proposed housing project is consistent therewith; and WHEREAS, Sections 83 and 93 of the Act provide that the Authority shall determine a reasonable and proper rate of return to limited dividend housing corporations and associations on their investment in Authority-financed housing projects. NOW, THEREFORE, Be It Resolved by the Michigan State Housing Development Authority as follows:

1. The Application be and it hereby is approved, subject to the terms and conditions of this Resolution, the Act, the General Rules of the Authority, and the Mortgage Loan commitment hereinafter authorized to be issued to the Applicant and the Mortgagor.

2. The Mortgage Loan be and it hereby is authorized and the Executive Director, the Chief Housing Investment Officer, the Director of Legal Affairs, the Deputy Director of Legal Affairs, the Chief Financial Officer, the Deputy Director of Finance or any person duly authorized to act in any of the foregoing capacities, or any one of them acting alone (each an "Authorized Officer"), are hereby authorized to issue to the Applicant and the Mortgagor a commitment for a Mortgage Loan for the acquisition, rehabilitation and permanent financing of the proposed housing project in an amount not to exceed Twenty-Eight Million Six Hundred Fifty Thousand One Hundred Seven Dollars ($28,650,107), and to have a term of thirty-five (35) years after amortiza-tion of principal commences. The Mortgage Loan will bear interest at a rate of four and 95/100 percent (4.95%) per annum. The amount of proceeds of tax exempt bonds issued or to be issued and allocated to the financing of this housing project shall not exceed Twenty-Eight Million Six Hundred Fifty Thousand One Hundred Seven Dollars ($28,650,107).

3. The Preservation Loan be and it hereby is authorized and an Authorized Officer is

hereby authorized to issue to the Applicant and the Mortgagor a commitment for a Preservation Loan (together with the commitment for the Mortgage Loan, the "Mortgage Loan Commitment") in the estimated amount of Seven Hundred Eighty-Seven Thousand Forty-One Dollars ($787,041), and to have a term not to exceed fifty (50) years and to bear interest at a rate of three percent (3%) per annum.

4. This mortgage loan commitment resolution and issuance of the Mortgage Loan Commitment are based on the information obtained from the Applicant and the assumption that all factors necessary for the successful construction and operation of the proposed housing project shall not change in any materially adverse respect prior to the closing. If the information

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provided by the Applicant is discovered to be materially inaccurate or misleading, or any factors necessary for the successful construction and operation of the proposed project change in any materially adverse respect, this mortgage loan commitment resolution together with the Mortgage Loan Commitment issued pursuant hereto may, at the option of an Authorized Officer, be rescinded. Any Authorized Officer is hereby authorized to modify or waive any condition or provision contained in the Commitment. Any Authorized Officer is also hereby authorized to substitute alternate funding sources for or adjust the amounts of any of the subordinate loans described above, provided the total subordinate funding that is authorized herein does not increase.

5. Notwithstanding passage of this resolution or execution of any documents in anticipation of the closing of the proposed mortgage loan, no contractual rights to receive the mortgage loans authorized herein shall arise unless and until an Authorized Officer shall have issued a Mortgage Loan Commitment and the Applicant shall have agreed in writing within fifteen days after receipt thereof, to the terms and conditions contained therein.

6. The proposed housing project be and it hereby is granted a priority with respect to proceeds from the sale of Authority securities which are determined by the Executive Director to be available for financing the construction and permanent loans of the proposed housing project. Availability of funds is subject to the Authority's ability to sell bonds at a rate or rates of interest and at a sufficient length of maturity so as not to render the permanent financing of the development unfeasible.

7. In accordance with Section 93(b) of the Act, the maximum reasonable and proper rate of return on the investment of the Mortgagor in the housing project be and it hereby is determined to be as follows:

(a) So long as the Housing Assistance Payments Contract or any other federal

subsidy is in effect, the rate of return shall be twelve percent (12%) of the Mortgagor's equity, as determined by the Authority.

(b) Following the expiration or termination of the Housing Assistance Payments Contract or other federal subsidy, the rate of return shall not exceed twenty-five percent (25%) of the Mortgagor's equity, as determined by the Authority.

(c) The Mortgagor's return on equity shall be fully cumulative.

8. The Mortgage Loans shall be subject to, and the Mortgage Loan Commitment shall

contain, the conditions set forth in the Mortgage Loan Feasibility/Commitment Staff Report dated July 25, 2018, which conditions are hereby incorporated by reference as if fully set forth herein.

9. The Authority hereby waives its Multifamily Direct Lending Parameter, VI

Underwriting Terms, P(4) Development Fee: Additional Considerations, to permit the deferral of more than fifty percent (50%) of the total development fee.

10. The Authority hereby waives its Multifamily Direct Lending Parameter, II Eligibility

and Resource Availability, B(2)(f) Repayment: to remove the payment deferral and require payment equal to 50% of surplus cash on or before the date on which any Limited Dividend Payment is distributed, but in no event later than April 30th of that year.


RESOLUTION AUTHORIZING MODIFICATION TO MORTGAGE TERMS SHILOH COMMONS, MSHDA DEVELOPMENT NO. 960

CITY OF FLINT, GENESEE COUNTY

July 25, 2018 WHEREAS, the Authority has made a construction and permanent mortgage loan to Shiloh Commons Limited Dividend Housing Association Limited Partnership (the "Mortgagor") in the original principal amount of Eight Million Five Hundred Ninety-Eight Thousand Dollars ($8,598,000), as thereafter reduced to the principal amount of Seven Million Five Hundred Sixty-Five Thousand Dollars ($7,565,000) (the "Mortgage Loan") for the acquisition and construction or rehabilitation of Shiloh Commons, MSHDA Development No. 960 (the "Development") under an Authority program blending the 70/30 and 1% Direct Loan Tax-Exempt Bond Financed Program/Federal Risk Sharing; and WHEREAS, for a variety of reasons, the Development has encountered financial difficulties that may cause it to become delinquent in the payments due under the Mortgage Loan and other payments owed to the Authority; and WHEREAS, for the reasons set forth in the Staff Report dated July 25, 2018 which is attached hereto and incorporated herein, the Executive Director has recommended that the Mortgage Loan be modified as set forth in the Staff Report; and WHEREAS, the Authority concurs in the recommendation of the Executive Director. NOW, THEREFORE, the Michigan State Housing Development Authority hereby resolves as follows:

1. The loan modification proposal for Shiloh Commons, MSHDA No. 960 as set forth in the accompanying Staff Report is hereby approved.

2. The Executive Director, the Chief of Staff, the Chief Housing Solutions Office, the Director

of Legal Affairs, the Deputy Director of Legal Affairs, the Chief Financial Officer, or any person duly acting in such capacity (each, an “Authorized Officer”), or any of them, is hereby authorized to take any further action that, in the discretion of the Authorized Officer, are necessary to effectuate the proposal as set forth in the Staff Report.

MICHIGAN STATE HOUSING DEVELOPMENT AUTHORITY RESOLUTION AUTHORIZING SHORT-TERM CREDIT FACILITY

(SINGLE-FAMILY PROGRAM) 2018 IN AN AMOUNT NOT TO EXCEED $100,000,000

July 25, 2018

WHEREAS, the Members of the Michigan State Housing Development Authority (the

“Authority”) have determined that it is necessary and desirable for the Authority to borrow an amount not to exceed $100 million pursuant to the terms of this Authorizing Resolution to carry out the purposes of the Authority; and

WHEREAS, the Bank has agreed to extend the Loan to the Authority in the aggregate

principal amount of not to exceed $100 million pursuant to the terms set forth in the Loan Agreement and as further described in this Authorizing Resolution;

WHEREAS, the obligation of the Authority to repay the Loan will be evidenced by the

Promissory Note; WHEREAS, pursuant to Section 27(l) of the Act, the Authority proposes to delegate to the

Executive Director, the Chief of Staff, the Chief Financial Officer, the Director of Legal Affairs, the Deputy Director of Legal Affairs, the Chairperson or the Vice Chairperson of the Authority (each, together with any person duly appointed and acting in such capacity, individually referred to as an “Authorized Representative”) the power to determine certain terms and conditions of the Loan, the Loan Agreement and the Promissory Note, subject to the limits and conditions established in this Authorizing Resolution.

NOW, THEREFORE, BE IT RESOLVED by the Members of the Michigan State Housing

Development Authority as follows:

ARTICLE I AUTHORITY AND DEFINITIONS

101. Authority for Authorizing Resolution. This resolution (the “Authorizing

Resolution”) is adopted pursuant to the authorization contained in the Act. 102. Definitions. In addition to terms that are defined elsewhere in this Authorizing

Resolution, the following words and terms, unless the context otherwise requires, shall have the following meanings:

“Act” means Act 346, Michigan Public Acts of 1966, as amended. “Bank” means Barclays Bank PLC, a Public Limited Company under the laws of England

and Wales.

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“Loan” means the one or more loans authorized by this Authorizing Resolution in the aggregate principal amount of not to exceed $100 million that shall be evidenced by the Loan Agreement and the Promissory Note.

“Loan Agreement” means the Term Loan Agreement between the Authority and the

Bank, substantially in the form presented at this meeting. “Promissory Note” means the Promissory Note provided for by the Loan Agreement, the

form of which is attached as an exhibit to the Loan Agreement.

ARTICLE II AUTHORIZATION OF LOAN

201. Principal Amount. The Authority hereby authorizes the Loan in the aggregate

principal amount of not to exceed $100 million, and subject to the terms and conditions of this Authorizing Resolution.

202. Purposes. The Authority shall use the proceeds of the Loan for the purposes of (i)

financing the acquisition of new single-family mortgage loans and down payment assistance loans, and (ii) paying the costs related to establishing and documenting the Loan.

203. Interest Rates, Disbursement of Loan and Maturity Dates. Interest shall accrue

and be payable on the Loan in the manner set forth in the Loan Agreement and the Promissory Note, and as approved by an Authorized Representative. The Loan may be disbursed in one or more installments, as set forth in the Loan Agreement. The maturity date of the Loan shall be as set forth in the Loan Agreement and the Promissory Note, and as approved by an Authorized Representative. Notwithstanding anything in this Authorizing Resolution to the contrary, in no event shall an Authorized Representative approve any of the following:

(a) an interest rate on the Loan in excess of LIBOR (as defined in the Loan

Agreement) plus a spread based on the rating of the Authority’s unenhanced long term bonds, as set forth in the form of the Loan Agreement presented at this meeting, during any such period that the Loan is not in default under the terms of the Loan Agreement;

(b) an interest rate of five hundred basis points (5.00%) above such rate

described in (a) above while the Loan is in default under the terms of the Loan Agreement; (c) a maturity date of the Loan beyond December 31, 2018; or (d) a fee to the Bank in excess of forty basis points (0.40%) per annum for any

portion of the Loan not drawn by the Authority. 204. General Obligation of the Authority. The Loan shall be a general obligation of

the Authority, payable out of the revenues or money of the Authority, and shall not be secured by any specific assets.

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205. Prepayment. The Authority shall be allowed to prepay the Loan as set forth in the Loan Agreement.

206. Final Version of Loan Agreement and Promissory Note. The Loan Agreement

and the Promissory Note, each in the form presented at this meeting, are hereby approved. Each Authorized Representative is authorized to negotiate, execute and deliver, on behalf of the Authority, the Loan Agreement and the Promissory Note, in substantially the forms presented at this meeting, with such changes as such Authorized Representative deems necessary and desirable and not materially adverse to the Authority, and subject to the provisions of this Authorizing Resolution. Approval of the Loan Agreement and the Promissory Note, and the terms set forth therein, shall be evidenced by the execution of the Loan Agreement and the Promissory Note by an Authorized Representative of the Authority.

ARTICLE III

DEPOSIT AND USE OF LOAN PROCEEDS 301. Deposit of Loan Proceeds. The proceeds of the Loan shall be deposited in an

account designated by an Authorized Representative.

302. Use of Loan Proceeds. The use of the Loan Proceeds shall be subject to the restrictions set forth in the Loan Agreement and in this Authorizing Resolution.

ARTICLE IV EXECUTION AND DELIVERY OF

PROMISSORY NOTE 401. Execution and Delivery of Promissory Note. The Promissory Note shall be

executed in the name of the Authority by an Authorized Representative of the Authority. The Promissory Note shall be delivered by an Authorized Representative to the Bank at a location mutually agreeable to the Authority and the Bank.

ARTICLE V

MISCELLANEOUS 501. Ratification of Actions. The actions of any Authorized Representative previously

taken pursuant to the provisions of this Authorizing Resolution including, but not limited to the undertaking of discussions and negotiations with the Bank regarding the Loan, are hereby ratified and confirmed in all respects.

502. Additional Actions. (a) Any Authorized Representative is hereby authorized and

directed to execute such other documents and certifications, and to perform such other acts as may be necessary or convenient for the proper execution and delivery of the Loan Agreement and the Promissory Note, subject to the terms and conditions of this Authorizing Resolution.

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(b) Any Authorized Representative is hereby authorized to pay from the Authority’s general operating fund all funds necessary to pay the costs related to establishing and documenting the Loan.

503. Effective Date. This Authorizing Resolution shall take effect immediately. If the

Loan Agreement and the Promissory Note are not delivered to the Bank on or before September 30, 2018, the authorization granted by this Authorizing Resolution shall lapse.

Dear interested parties:

The Michigan State Housing Development Authority (“MSHDA” or the “Authority”) is seeking proposals from qualified investment banks interested in providinginvestment banking and underwriting services for various MSHDA programs. Withthis request (the “RFP”) MSHDA asks that all interested parties submit their qualifications for review and possible selection for positions as senior manager(s),co-manager(s), or selling group member(s) (when appropriate) for the sale ofMSHDA bonds.

MSHDA intends to select several firms with experience in single family andmultifamily housing finance. Firms must have the ability to distribute bonds ofthese types and in the volume typically issued by MSHDA to both retail andinstitutional investors. For further information on MSHDA and its programs referto the Web site, www.michigan.gov/mshda (financial information can be found byclicking on ‘About MSHDA’ then click on ‘Transparency & Reports’).

A selection committee will be established to review and evaluate all candidatesand proposals. Selections will be made based on recommendations by thecommittee after it has evaluated the proposals.

Interested firms should submit proposals containing information on each of thefollowing topics listed in the order in which they are listed. Responses should beno more than ten (10) pages in total text, excluding a one-page cover letter andrequested charts and appendices. The cover letter should indicate the positionsought on MSHDA’s banking team. (Please begin a new page with each section, below, use a font no smaller than 10, and set margins at least 1 inch wide.) Thefollowing information should be included for all firms:

I. Recent History (since 1/1/16) • Append a list of state housing finance agencies for which the firm

has acted as a managing underwriter for negotiated transactions;• From the above appended list, provide three (3) references including

names, addresses, and telephone numbers; and• For negotiated state HFA issues, append a chart outlining by bond

issue the date of each financing, the amount and type of financing,and the firm’s role. Separate single family and multifamily issues.Please note any special or innovative features. Please identify thebankers involved.

http://www.michigan.gov/mshda

II. MarketingAbility and experience marketing:

Tax-exempt multifamily and single-family bonds • Taxable multifamily and single-family bonds• Variable rate bonds• Bonds issued by Michigan issuers.

Ability and experience marketing bonds to: • Institutional investors.• Retail investors. (Please identify any relationships created with other

firms to market to this category.)• Michigan investors.

Discuss the marketing of MSHDA bonds.

III. Housing FinanceAbility and experience with:

• State housing finance agencies• Local housing agencies• Federal housing programs

IV. StructuringAbility and experience with housing finance agencies in:

• Financial products such as swaps, liquidity agreements, and floatingrate notes. Assisting in obtaining liquidity for variable rate demand bonds or put bonds

• Assisting housing agencies in managing unhedged/hedged variablerate debt

• Innovative financing structures and programs. Please provideexamples relevant to MSHDA.

• Running cash flows for single family and multifamily bonds.(MSHDA’s financial advisor currently prepares rating and resolutionrequired cash flows; senior managers prepare series cash flows andtax analyses.)

• Addressing challenges MSHDA is likely to face in the next two years.

V. Personnel• Provide a description of the firm’s organization to serve state housing

agencies and append brief resumes. • Names and experience of bankers and key underwriting personnel

expected to work with MSHDA, if your firm is selected. (Please note that the personnel named will be considered by MSHDA a commitment by the firm to assign these individuals, unless otherwise requested by MSHDA.) Please provide contact information for the firm’s primary contact people.

VI. Capital• As of the firm’s most recent fiscal year end, please provide the firm’s

net capital and excess net capital positions, consistent with SECreporting regulations. Please append a summary of relevant ratingsand rating reports.

• Ability and experience to commit capital to purchase bonds (whichhave not been committed or sold to investors) when acting as amanaging underwriter

• Ability to commit capital to housing clients in the form of a standbybond purchase or liquidity agreements, convertible option bonds,LOCs and warehousing, or floating rate notes. (Please provideexamples and append any relevant term sheet, if desired.)

• MSHDA does not have statutory authority to post collateral.Describe your firm’s ability to be a swap counterparty under suchcircumstances (if the firm is interested in providing such services).

VII. Underwriter Fees(Differentiate between single family and multifamily transactions, if necessary.)

• Propose takedowns by maturity and bond type for negotiatedofferings (including variable rate bonds)

• Recommended designation rules• Propose management fees to be received by your firm and any

recommended division with any co-senior and co-managers• Propose costs of running cash flows, if any.• Propose profit and total transaction costs on swap transactions in

option adjusted basis points• Propose remarketing fees (if the firm is interested in providing this

service)• Liquidity: provide proposed fees and indicate relevant ratings (if the

firm is offering this service)

VIII. Legal and Compliance• Describe any existing or potential conflicts of interest your firm

might have in the course of your service to MSHDA.• Describe any existing or potential conflict of interest arising from

your relationships with or representations of other parties thatshould be considered in determining your qualifications. Providesufficient facts, legal implications, and possible effects for us toappreciate the significance of each potential conflict.

• Please describe any investigations by the Securities and ExchangeCommission, or any other regulatory body or court, or pertinentlitigation regarding the conduct of your firm, its management, andpublic finance/municipal bond department(s). Indicate whetheryour firm is in compliance with the State of Michigan ExecutiveOrder 2003-1. The executive orders can be accessed through the

State’s web site at www.michigan.gov. In addition, please provide a statement indicating that your firm has adopted and is adhering to the principals set forth in the agreement reached between Merrill Lynch & Co., Inc. and the New York State Attorney General Spitzer dated May 21, 2002.

IX. Additional Information• Please provide any additional information about the firm that may set

it apart from other bond underwriting firms

X. Submitting Proposal An electronic proposal may be submitted (Microsoft product or Adobe .pdf files only). The proposal must be submitted to [email protected] by 4:00 p.m. Eastern Time on Monday, June 25, 2018.

If the proposal is to be sent as a hard copy, send ten (10) copies of each proposal package to MSHDA prior to 4:00 p.m. Eastern Time on Monday, June 25, 2018 at the address below:

Michigan State Housing Development Authority Attn: Jeff Sykes, Chief Financial Officer 735 E. Michigan Avenue P.O. Box 30044 Lansing, MI 48909

Please also submit a copy of the electronic proposal to the Authority’s Financial Advisor at:

Tim Rittenhouse, CSG Advisors, [email protected]

XI. Questions Regarding RFP

All questions concerning this RFP must be submitted in writing to Carey Wey at the above address or via e-mail to [email protected] by June 6, 2018. The Authority will answer all questions by June 12, 2018. MSHDA will hold no other question session or bidder’s conferences. Questions submitted after June 6 may not receive a response. Please note that all questions and responses may be made available to all firms participating, as well as to the public. A letter of intent, with e-mail address and contact person, should be submitted by June 6, 2018 to [email protected], if the firm wishes to receive a list of the submitted questions and answers.

Interested firms should not contact any other employee, elected official, board member, or agent of MSHDA or the State of Michigan employee concerning this RFP.

http://www.michigan.gov/

mailto:[email protected]




TAB M


RESOLUTION AUTHORIZING APPOINTMENT OF UNDERWRITERS FOR AUTHORITY BONDS

JULY 25, 2018

WHEREAS, pursuant to provisions of Act No. 346 of the Public Acts of 1966 of the State of Michigan, as amended (the “Act”), the Michigan State Housing Development Authority (the “Authority”) is authorized to issue notes and bonds in order to secure funds for achieving its corporate purposes; and WHEREAS, pursuant to the Act, the Authority may enter into contracts necessary or convenient to the exercise of its corporate powers and may delegate to one or more agents or employees those powers or duties as the Authority considers proper; and WHEREAS, Authority staff members and CSG Advisors, the Authority’s contracted financial advisor, (the “Selection Team”) have undertaken a review of investment banking firms providing underwriting services for the purpose of selecting senior managing underwriters and co-managers to raise capital to implement programs to finance the Authority’s bond-funded programs (the “Programs”); and WHEREAS, the Selection Team has recommended that certain firms be named as the Authority’s senior managing underwriters for the Programs; and WHEREAS, the Selection Team has recommended that certain firms be named as the Authority’s co-managers for the Programs; and WHEREAS, the Selection Team has recommended that the Authority’s Chief Financial Officer be authorized to designate a co-manager as a senior managing underwriter for unique financing opportunities for the Programs; and WHEREAS, the Authority concurs in the recommendations of the Selection Team. NOW, THEREFORE, Be It Resolved by the Michigan State Housing Development Authority as follows:

1. The Authority hereby selects the following firms as senior underwriters and co-managers for the Authority IN THE CAPACITIES LISTED BELOW:

ROTATING Senior Underwriters FOR THE SINGLE-FAMILY BOND PROGRAMS Bank of America/Merrill Lynch Barclays Capital RBC Capital Markets

SENIOR UNDERWRITER FOR THE MULTI-FAMILY BOND PROGRAMS

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Bank of America Merrill Lynch

Co-Managers FOR ALL BOND PROGRAMS JP Morgan Citi Bank Morgan Stanley Wells Fargo Raymond James

2. The Chief Financial Officer is hereby authorized to designate any of the co-managers

identified above as senior managing underwriter for unique financing opportunities.

TAB N NEW


RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF FIFTEENTH AMENDMENT TO COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT AND HFA

PARTICIPATION AGREEMENT

JULY 25, 2018

WHEREAS, the United States Department of Treasury (“Treasury”), in partnership with the United States Department of Housing and Urban Development, has created the Housing Finance Agency Innovation Fund for the Hardest Hit Housing Markets (the” HHF Program”) as a federal housing program pursuant to the Emergency Economic Stabilization Act; and

WHEREAS, the Michigan State Housing Development Authority (the ”Authority”), on June 23, 2010 approved the execution and delivery of documents, including the Commitment to Purchase Financial Instrument and HFA Participation Agreement (the ”Agreement”), relating to the HHF Program; and

WHEREAS, the Agreement has been amended fourteen times previously; and

WHEREAS, the Authority, together with the Michigan Homeowner Assistance Nonprofit Housing Corporation (“MHA”), has applied to Treasury to revise the HHF Programs as described in the attached memorandum; and

WHEREAS, Treasury has not yet approved the revisions to the HHF Program—therefore, the revisions to the HHF Program and the execution of the Fifteenth Amendment shall be subject to Treasury’s approval; and

WHEREAS, Treasury, the Authority and MHA will have to amend the Agreement to reflect the proposed revisions; and

WHEREAS, the accompanying memorandum describes the proposed changes embodied in the Fifteenth Amendment.

NOW, THEREFORE, BE IT RESOLVED by the Michigan State Housing Development Authority that the Executive Director is hereby authorized to enter the Fifteenth Amendment, as described in the accompanying memorandum.

tab a michigan state housing development authority … · 2018/07/25 · tab h resolution...

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