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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. 6 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 2 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 4 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. E 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 0 Edwin Hernandez, Mayor/Chair J. Arnoldo Beltran City Manager/Executive Director/ Authority Administrator