HomeMy Public PortalAboutA 2016-06-21 LHAThis Agenda contains a brief general description of each item to be considered. Copies of the Staff reports or
other written documentation relating to each item of business referred to on the Agenda are on file in the
Office of the City Clerk and are available for public inspection. A person who has a question concerning any of
the agenda items may call the City Manager at (310) 603-0220, ext. 200.
Procedures for Addressinq the Commissioners of the Housing Authority
IN ORDER TO EXPEDITE LYNWOOD HOUSING AUTHORITY BUSINESS, WE ASK THAT ALL PERSONS
WISHING TO ADDRESS THE AUTHORITY FILL OUT A FORM PROVIDED AT THE DOOR, AND TO TURN
IT IN TO THE AUTHORITY SECRETARY PRIOR TO THE START OF THE MEETING. FAILURE TO FILL
OUT SUCH A FORM -WILL PROHIBIT YOU FROM ADDRESSING THE COMMISSIONERS OF THE
AUTHORITY IN THE ABSENCE OF THE UNANIMOUS CONSENT OF THE AUTHORITY.
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3.
AGENDA ITEMS ON FILE FOR CONSIDERATION
AT THE REGULAR MEETING OF
THE LYNWOOD HOUSING AUTHORITY
TO BE HELD ON JUNE 21, 2016
6:00 P.M.
COUNCIL CHAMBERS
11330 BULLIS ROAD, LYNWOOD, CA 90262
AIDE CASTRO
VICE CHAIR
MARIA TERESA SANTILLAN-REAS
COMMISSIONER
EXECUTIVE DIRECTOR
J. ARNOLDO BELTRAN
AUTHORITY SECRETARY
MARIA QUINONEZ
OPENING CEREMONIES
CALL TO ORDER
ROLL CALL OF MEMBERS
Salvador Alatorre
Maria T. Santillan-Beas
Jose Luis Solache
Aide Castro
Edwin Hernandez
.SUN 10 2016
CITY OF LYNWOOD
ITY CLERt,'2 OFFICE-,
SALVADOR ALA`TORRE
COMMISSIONER
JOSE LUIS SOLACHE
COMMISSIONER
AUTHORITY COUNSEL
DAVID A. GARCIA
CITY TREASURER
GABRIELA CAMACHO
CERTIFICATION OF AGENDA POSTING BY AUTHORITY SECRETARY
PUBLIC ORAL COMMUNICATIONS
(Regarding Agenda Items Only)
NON -AGENDA PUBLIC ORAL COMMUNICATIONS
CONSENT CALENDAR
All matters listed under the Consent Calendar will be acted upon by one motion affirming the action
recommended on the agenda. There will be no separate discussion on these items prior to voting
unless members of the Housing Authority or staff request specific items to be removed from the
Consent Calendar for separate action.
4. MINUTES OF PREVIOUS MEETING
Regular Meeting of May 17, 2016
NEW/OLD BUSINESS
5. AMENDMENT TO AGREEMENT WITH KANE BALLMER & BERKMAN FOR SPECIAL
COUNSEL SERVICES FOR A DISPOSITION AND DEVELOPMENT AGREEMENT FOR THE
PLAZA MEXICO EXPANSION ON BEHALF OF THE LYNWOOD HOUSING AUTHORITY,
THE LYNWOOD PARKING AUTHORITY AND THE CITY AS REQUESTED
Comments:
On August 18, 2015 the City, the Housing Authority and the Parking Authority approved the
engagement of Kane Ballmer & Berkman as special counsel for services related to
negotiations with Plaza Mexico for the expansion of the Plaza Mexico project. Plaza Mexico
(the "Project") is one of Lynwood's more significant commercial development projects and a
major landmark in the region. Plaza Mexico has developed into a major destination and
attraction but is also in need of considerable improvements and renovation. As part of the
efforts for the modernization and expansion of Plaza Mexico, the City of Lynwood and the
Lynwood Parking Authority entered into a Development and Disposition Agreement ("DDA")
with the developer of Plaza Mexico on November 5, 2013.
Following approval of the engagement of Special Counsel on August 18, 2015, negotiations
began with Plaza Mexico. Early on in the negotiations it became apparent that the Project
would need to proceed in several stages as portions of the proposed development would need
to wait until completion of the TOD study and its Environmental Impact Report while other
portions such as the K&K Site were ready for development work to commence upon approvals
and entitlement being secured from the City and its related entities.
The conclusion of the early work on examination of a successor DDA led to agreement
between Special Counsel and counsel for the developer that the best approach to the Project
would be to pursue an Owner Participation Agreement ("OPA") for the K&K Site (plus a small
parcel directly across Imperial Highway from the K&K Site.
P
As a condition of going forward with negotiations, the City made it clear that a substantial
deposit would have to be made by the developer to cover legal fees and other services. The
deposit amount was set at ONE HUNDRED THOUSAND DOLLARS ($100,000) to be
replenished as needed under the terms of the finalized OPA. The City has received a total of
$200,000 in deposits, which was placed in a US Bank account created for this purpose in
accordance with the OPA. (FIN)
Recommendation:
Staff recommends that the City Council of the City of Lynwood, Lynwood Housing Authority,
and Lynwood Parking Authority adopt the attached resolution entitled, "A JOINT
RESOLUTION OF THE LYNWOOD PARKING AUTHORITY, THE LYNWOOD HOUSING
AUTHORITY AND CITY COUNCIL OF THE CITY OF LYNWOOD APPROVING AN
AMENDMENT TO THE AGREEMENT FOR SPECIAL COUNSEL LEGAL SERVICES WITH
KANE BALLMER & BERKMAN TO PERFORM LEGAL SERVICES ON THE BEHALF OF THE
LYNWOOD PARKING AUTHORITY, THE LYNWOOD HOUSING AUTHORITY AND THE
CITY COUNCIL OF THE CITY OF LYNWOOD IN CONNECTION WITH THE NEGOTIATION
OF A DISPOSITION AND DEVELOPMENT AGREEMENT FOR THE EXPANSION OF PLAZA
MEXICO."
ADJOURNMENT
THE LYNWOOD HOUSING AUTHORITY MEETINGS WILL BE POSTED AS NEEDED. THE NEXT
MEETING WILL BE HELD IN THE COUNCIL CHAMBERS OF CITY HALL, 11330 BULLIS ROAD,
CITY OF LYNWOOD, CALIFORNIA.
AGENDA STAFF REPORT
DATE: June 21, 2016
TO: Honorable Chairman and Members of the Lynwood Housing
Authority
APPROVED BY: J. Arnoldo Beltran, Executive Director
PREPARED BY: Maria Quinonez, SecretarWsis Daryl Betancur, Executiveto City Cler�
SUBJECT: Lynwood Housing Authority Minutes
Recommendation:
Staff recommends the Lynwood Housing Authority, approve the following minutes:
• Regular Meeting — May 17, 2016
Background: N/A
Discussion & Analysis: N/A
Fiscal Impact: N/A
Coordinated with: N/A
I
A75—E UA\
f rEl
LYNWOOD HOUSING AUTHORITY
REGULAR MEETING
May 17, 2016
The Housing Authority of the City of Lynwood met in a regular meeting in the City
Council Chambers, 11330 Bullis Road on the above date at 6:32 p.m.
Chair Hernandez presiding.
Commissioners Alatorre, Santillan-Beas, Solache, Vice Chair Castro and Chair
Hernandez were present.
Also present were Executive Director Beltran, Authority Counsel Garcia, Authority
Secretary Quinonez, Executive Assistant to City Clerk Betancur and City Treasurer
Camacho.
Authority Secretary Quinonez announced that the Agenda had been duly posted in
accordance with the Brown Act.
PUBLIC ORAL COMMUNICATIONS
(Regarding Agenda Items Only)
NONE
NON -AGENDA PUBLIC ORAL COMMUNICATIONS
NONE
CONSENT CALENDAR
MOTION: It was moved by Commissioner Santillan-Beas, seconded by Commissioner
Solache to approve the consent calendar as presented. Motion carried unanimously.
Item #4. MINUTES OF PREVIOUS MEETING
Regular Meeting of April 5, 2016
Regular Meeting of April 19, 2016
Approved by Minute Order No. 2016-4
Item #5. APPROVAL OF THE WARRANT REGISTER
RESOLUTION NO. 2016.005 ENTITLED:
A RESOLUTION OF THE LYNWOOD HOUSING AUTHORITY ALLOWING AND
APPROVING THE DEMANDS AND WARRANTS THEREFORE
ROLL CALL:
AYES: COMMISSIONERS ALATORRE, SANTILLAN-BEAS, SOLACHE, VICE
CHAIR CASTRO AND CHAIR HERNANDEZ
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
ADJOURNMENT
Having no further discussion, it was moved by Vice Chair Castro, seconded by
Commissioner Santillan-Bess to adjourn the Lynwood Housing Authority meeting and
reconvene to the regular City Council meeting at 6:33p.m. Motion carried by unanimous
consent.
Edwin Hernandez, Chair
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Maria Quinonez, Authority Secretary
AGENDA STAFF REPORT
�FOg'
DATE: June 21, 2016
TO: Honorable Mayor and Members of the City Council
Honorable Chair and Members of the Housing Authority
Honorable Chair and Members of the Parking Authority \
APPROVED BY: J. Arnoldo Beltran, City Manager/Executive Director/ Authority
Administrator
PREPARED BY: Amanda Hall, Finance Director
SUBJECT: Amendment to Agreement with Kane Ballmer & Berkman for Special
Counsel Services for a Disposition and Development Agreement for
the Plaza Mexico Expansion on Behalf of the Lynwood Housing
Authority, the Lynwood Parking Authority and the City as Requested
Recommendation:
Staff recommends that the City Council of the City of Lynwood, Lynwood Housing
Authority, and Lynwood Parking Authority adopt the attached resolution entitled, "A JOINT
RESOLUTION OF THE LYNWOOD PARKING AUTHORITY, THE LYNWOOD
HOUSING AUTHORITY AND CITY COUNCIL OF THE CITY OF LYNWOOD
APPROVING AN AMENDMENT TO THE AGREEMENT FOR SPECIAL COUNSEL
LEGAL SERVICES WITH KANE BALLMER & BERKMAN TO PERFORM LEGAL
SERVICES ON THE BEHALF OF THE LYNWOOD PARKING AUTHORITY, THE
LYNWOOD HOUSING AUTHORITY AND THE CITY COUNCIL OF THE CITY OF
LYNWOOD IN CONNECTION WITH THE NEGOTIATION OF A DISPOSITION AND
DEVELOPMENT AGREEMENT FOR THE EXPANSION OF PLAZA MEXICO."
Background:
On August 18, 2015 the City, the Housing Authority and the Parking Authority approved
the engagement of Kane Ballmer & Berkman as special counsel for services related to
negotiations with Plaza Mexico for the expansion of the Plaza Mexico project. Plaza
Mexico (the "Project") is one of Lynwood's more significant commercial development
projects and a major landmark in the region. Plaza Mexico has developed into a major
destination and attraction but is also in need of considerableimprovements and
renovation. As part of the efforts for the modernization and expansion of Plaza Mexico,
the City of Lynwood and the Lynwood Parking Authority entered into a Development and
Disposition Agreement ("DDA") with the developer of Plaza Mexico on November 5, 2013.
AGEND
ITEM
Following approval of the engagement of Special Counsel on August 18, 2015,
negotiations began with Plaza Mexico. Early on in the negotiations it became apparent
that the Project would need to proceed in several stages as portions of the proposed
development would need to wait until completion of the TOD study and its Environmental.
Impact Report while other portions such as the K&K Site were ready for development
work to commence upon approvals and entitlement being secured from the City and its
related entities.
The conclusion of the early work on examination of a successor DDA led to agreement
between Special Counsel and counsel for the developer that the best approach to the
Project would be to pursue an Owner Participation Agreement ("OPA") for the K&K Site
plus a small parcel directly across Imperial Highway from the K&K Site.
As a condition of going forward with negotiations, the City made it clear that a substantial
deposit would have to be made by the developer to cover legal fees and other services.
The deposit amount was set at ONE HUNDRED THOUSAND DOLLARS ($100,000) to
be replenished as needed under the terms of the finalized OPA. The City has received a
total of $200,000 in deposits, which was placed in a US Bank account created for this
purpose in accordance with the OPA.
Discussion:
Staff's initial projection for Special Counsel services was for an amount of $40,000. The
demand for services from Special Counsel exceeded the initial estimate for a variety of
reasons. Most significantly, after considerable time and effort was devoted to trying to
work with the developer's proposed modification of the initial DDA, counsel concluded
that the "vehicle" of a DDA would not be appropriate for the Project's development as
contemplated by the developer. Thus, staff and Special Counsel undertook new efforts
to work on the OPA structure and also to become more involved in the TOD process to
insure that the legal structure for future parking developments as part of the Project was
made a part of the TOD study and environmental impact report. As of date, total services
in execeding $100,000 have been rendered.
Throughout the process staff and Special Counsel worked with the council ad hoc
committee monitoring this project. The increase in costs for Special Counsel was
monitored throughout and the determination was made to bring the item for approval of
Special Counsel fees only after the OPA was finalized and executed, and the deposits
totaling $200,000 have been secured from the developer. The authorization sought
herein allocates an additional $150,000 and allows for the continued amendment of the
legal services contract in the amounts of the supplemental deposit made under the OPA,
as approved by the City and Lynwood Housing Authority.
Fiscal Impact:
Appropriate funding for the services of Kane Ballmer & Berkman for services as Special
Counsel up to $250,000 to be paid from the deposit from the developer, as well as
subsequent amendments consistent with the OPA supplemental deposit also to be paid
from the deposit from the developer.
PA
Coordinated With:
Finance Department
City Attorney
Authority Counsel
Attachment:
- Resolution
- City Agreement
CITY RESOLUTION NO.
LHA RESOLUTION NO.
LPA RESOLUTION NO.
A JOINT RESOLUTION OF THE LYNWOOD PARKING AUTHORITY, THE LYNWOOD
HOUSING AUTHORITY AND CITY COUNCIL OF THE CITY OF LYNWOOD
APPROVING AN AMENDMENT TO THE AGREEMENT FOR SPECIAL COUNSEL
LEGAL SERVICES WITH KANE BALLMER & BERKMAN TO PERFORM LEGAL
SERVICES ON THE BEHALF OF THE LYNWOOD PARKING AUTHORITY, THE
LYNWOOD HOUSING AUTHORITY AND THE CITY COUNCIL OF THE CITY OF
LYNWOOD IN CONNECTION WITH THE NEGOTIATION OF A DISPOSITION AND
DEVELOPMENT AGREEMENT FOR THE EXPANSION OF PLAZA MEXICO
WHEREAS, Kane Ballmer & Berkman is a law firm that specializes in providing
legal services to successor agencies to former redevelopment agencies, municipalities,
development commissions, special districts and other public entities within and outside
the State of California; and
.WHEREAS, Kane Ballmer & Berkman has served as special counsel to the City
of Lynwood and its constituent entities for more than two decades; and
WHEREAS, Plaza Mexico (the "Project") is one of Lynwood's more significant
commercial development projects and a major landmark in the region, and has developed
into a major destination and attraction but is in need of considerable improvements and
renovation;
WHEREAS, as part of the efforts for the modernization and expansion of Plaza
Mexico, the City of Lynwood and the Lynwood Parking Authority entered into a
Development and Disposition Agreement ("DDA") with the developer of Plaza Mexico on
November 5, 2013; and
WHEREAS, on August 18, 2015 Kane Ballmer & Berkman was authorized to serve
as Special Counsel on matters pertaining to the Project with an initial approval of $40,000
for their services; and
WHEREAS, the negotiations involving Special Counsel and counsel for Plaza
Mexico led to a complete restructuring of the original DDA, and a new approach under an
owner participation agreement ("OPA") was selected as the legal vehicle for the
development of the initial phase of the Project at the K&K Site and a neighboring parcel
directly across Imperial Highway; and
WHEREAS, the extended negotiations and the changing complexity of the
agreement for the development of the Project resulted in a work load for Special Counsel
far in excess of the work initially contemplated; and
WHEREAS, the City initially authorized an amount of $40,000 for services by
Special Counsel, which amount and any additional fees were to be covered by the initial
deposit from the developer; and
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WHEREAS, the services of Special Counsel for completion of the negotiation and
execution of the OPA have now been concluded, and payment must be made; the OPA
requires further implementation and the developer has made deposits totaling $200,000
and, as approved by the OPA, supplemental deposits are required from the developer for
ongoing implementation related to the OPA; and
WHEREAS, sufficient funds are on hand from the initial deposit from developer to
make the necessary payments to Special Counsel, pursuant to and in the amounts
authorized under the OPA.
NOW, THEREFORE THE CITY COUNCIL OF THE CITY OF LYNWOOD DOES
HEREBY FIND, DETERMINE, ORDER AND RESOLVE AS FOLLOWS:
Section 1. That the City Council of the City of Lynwood authorizes the Mayor to
approve the Amendment to the City Agreement authorizing Kane Ballmer & Berkman to
provide special counsel legal services to the City, the Lynwood Parking Authority and the
Lynwood Housing Authority concerning the expansion of Plaza Mexico, including, but not
limited to implementation of the Owner Participation Agreement regarding improvements
to the Plaza Mexico Site and a residential development under an Owner Participation
Agreement among the City, Lynwood Housing Authority, and the related Plaza Mexico
entities.
Section 2. That the City Council of the City of Lynwood authorizes payment to
Special Counsel for services rendered to date in this matter not to exceed the funds on
deposit from the Plaza Mexico developer tendered to the City for the express purpose of
covering such expenditures. This authorization confers upon the City Manager of the City,
Executive Director of the Lynwood Housing Authority, and, if appropriate, the Authority
Administrator of the Lynwood Parking Authority, to amend the Special Counsel City
Agreement accordingly as and in such amounts of the supplemental deposit from the
developer authorized, required, and contemplated by the OPA for ongoing
implementation of the Plaza Mexico expansion and OPA matters. In addition, funds
_previously advanced for payment of Special Counsel services shall be refunded.to the
City from the developer's deposit. Unless otherwise authorized herein as to the OPA
supplemental deposit and corresponding authority for continuing amendment without any
impact to the City's General Fund, continuing services by Special Counsel for OPA
related matters shall be provided solely at the direction of the City and condition upon
replenishment of the initial deposit tendered under the OPA.
Section 3. This resolution shall become effective immediately upon its
adoption.
Section 4. The City Clerk shall certify as to the adoption of this City Council
Resolution.
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PASSED, APPROVED and ADOPTED this 21St day of June 2016.
ATTEST:
Maria Quinonez
City Clerk/Authority Secretary
APPROVED AS TO FORM:
David A. Garcia
City Attorney/Authority Counsel
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Edwin Hernandez, Mayor/Chair
J. Arnoldo Beltran
City Manager/Executive Director/
Authority Administrator