City of Syracuse Industrial Development Agency 333 West Washington St, Suite 130 Syracuse, NY Tel (315) Fax (315)

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City of Syracuse Industrial Development Agency 333 West Washington St, Suite 130 Syracuse, NY 13202 Tel (315) 473 3275 Fax (315) 435 3669 Minutes Board of Directors Meeting Tuesday May 20, 2014, 8:30 A.M. Common Council Chambers 316 City Hall 233 East Washington St. Syracuse, NY 13202 Board Members Present: Pamela Hunter, M. Catherine Richardson, Esq., William Ryan, Donald Schoenwald, Esq., Steven Thompson. Staff Present: Benjamin Walsh, Susan Katzoff, Esq., Debra Ramsey Burns, Thomas Babilon, Esq., Judith DeLaney. Others Present: Aggie Lane, Timothy Lynn, Esq., Bob Lawson, Robert Frank, Barry Lentz, Kate Johnson, Diana Green, Peter King. Media: Rick Morarity I. Public Hearings 538 Erie Boulevard West, LLC Mr. Ryan opened the Public Hearing on the Project at 8:30 a.m. and asked if anyone in attendance wished to speak in favor of it. Robert Lawson and Timothy Lynn, who identified themselves as owners of the Company, spoke in favor. Mr. Lawson said the Project consisted of the redevelopment of the vacant existing building on site into a residential and commercial mixed use. He said at completion the building would have 30 33 market rate residential units with first floor commercial space and an adjacent parking lot for residents. Ms. Richardson asked if the building was considered historic. Mr. Lynn responded that it was historic and the Project would be pursuing federal and state historic tax credits. At the close of their remarks, Mr. Ryan asked an additional two times if anyone else wished to speak in favor of the Project. No one else spoke in favor. Mr. Ryan then asked if anyone in attendance wished to speak in opposition to the Project. No one spoke. He again asked an additional two times if anyone wished to speak in opposition to the Project. No one spoke in opposition. Mr. Ryan closed the Public Hearing at 8:33 a.m.

614 South Crouse Avenue, LLC & J & B Real Property Holdings, LLC Mr. Ryan opened the Public Hearing at 8:34 a.m. and asked if anyone in attendance wished to speak in favor of the Project. Robert Frank, an owner of the Project, spoke in favor. Mr. Frank said he and his partner closed on the purchase of the property, the Rosewood Nursing Home, in December 2013. He said the proposed project will entail the conversion of the property into 94 market rate residential units, from efficiencies to four bedroom apartments, with commercial space on the first floor to include a business office and restaurant. He noted the project will be on the tax rolls for the first time in forty years and will take 18 24 months to complete. He anticipated there would be approximately 12 17 employees between his office and the restaurant. Ms. Richardson asked when the nursing home would vacate. Mr. Frank responded the former owner was working to relocate the remaining residents and had an option of 24 months from the purchase date to do so, however he anticipated it would not take that long. He noted as soon as the last resident was moved the owners would commence construction. Ms. Hunter asked about the number of parking spaces. Mr. Frank said there are 58 spaces with indoor bicycle parking. At the conclusion of Mr. Frank s remarks Mr. Ryan asked an additional two more times if anyone else in attendance wished to speak in favor of the Project. No one spoke. Mr. Ryan then asked if anyone in attendance wished to speak in opposition of the Project. No one spoke. He then asked an additional two times if anyone else in attendance wished to speak in opposition. No one spoke in opposition. Mr. Ryan closed the Public Hearing at 8:37 a.m. II. Call Meeting to Order Mr. Ryan called the meeting to order at 8:38 a.m. III. Roll Call Mr. Ryan acknowledged all Board members were present. IV. Proof of Notice Mr. Ryan noted notice of the meeting had been timely and properly provided. V. Minutes Mr. Ryan asked for a motion to approve the minutes from the April 23, 2014 meeting. Ms. Richardson made the motion. Mr. Schoenwald seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED THE MINUTES FROM THE APRIL 23, 2014.

VI. New Business 538 Erie Boulevard West, LLC Ms. Katzoff advised the Board they were being asked to approve resolutions authorizing the Agency to undertake the Project. Noting a Public Hearing had just concluded on the Project, she advised the first resolution for the Board s consideration was a SEQRA resolution classifying the Project as an unlisted action, declaring the Agency as Lead Agency, and determining the action will not have a significant impact on the environment. There being discussion Mr. Ryan asked for a motion to approve the SEQRA resolution. Mr. Schoenwald made the motion. Ms. Hunter seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED A RESOLUTION CLASSYIFYING A CERTAIN PROJECT AS AN UNLISTED ACTION PURSUANT TO THE STATE OF ENVIRONMENTAL QUALITY REVIEW ACT, DECLARING THE AGENCY LEAD FOR PURPOSES OF AN UNCOORDINATED REVIEW THEREUNDER AND DETERMINING THAT THE PROJECT WILL NOT HAVE A SIGNIFICANT EFFECT ON THE ENVIRONMENT. Ms. Katzoff then offered an Inducement Resolution for the Board s approval, noting the sales tax exemption benefit to be provided to the Project will not exceed $240,000 and is contingent upon the Company executing an Agency Agreement. She also noted the Project is in an area considered highly distressed. There being no discussion Mr. Ryan asked for a motion to approve the Inducement. Mr. Schoenwald made the motion. Ms. Hunter seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED A RESOLUTION UNDERTAKING THE ACQUISITION, RENOVATION, RECONSTRUCTION AND EQUIPPING OF THE PROJECT FACILITY, APPOINTING THE COMPANY AS AGENT OF THE AGENCY FOR THE PURPOSE OF THE ACQUISITION, RECONSTRUCTION, RENOVATION AND EQUIPPING OF THE PROJECT FACILITY AND AUTHORIZING THE EXECUTION AND DELIVERY OF AN AGREEMENT BETWEEN THE AGENCY AND THE COMPANY. Ms. Katzoff then asked the Board to approve a Final resolution for the Project. Ms. Richardson asked how the Agency was tracking the benefits afforded to the Projects. Ms. Katzoff responded the Projects were required to provide information to the Agency regarding tax exemptions, job creation and contract status on an annual basis. She said due to recent changes in the Law it should be easier to track sales tax exemptions, as the Projects now must provide copies of the State reporting forms to the Agency. There being no further discussion, Mr. Ryan asked for a motion to approve the resolution. Ms. Richardson made the motion. Mr. Schoenwald seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED A RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS BY THE AGENCY IN CONNECTION WITH A CERTAIN PROJECT UNDERTAKEN AT THE REQUEST OF THE COMPANY.

614 South Crouse Avenue, LLC & J & B Real Property Holdings, LLC Ms. Katzoff advised the Board they were being asked to approve resolutions authorizing the Agency to undertake the Project. Noting a Public Hearing had just concluded and briefly reviewing the specifics she said there was not a separate SEQRA resolution as the Project constitutes a Type II action. She then asked the Board to approve an Inducement resolution and advised the sales tax benefit to the Project would not exceed $624,000. There being no discussion, Mr. Ryan asked for a motion. Ms. Richardson mad a motion. Mr. Schoenwald seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED A RESOLUTION UNDERTAKING THE ACQUISITION, RENOVATION, RECONSTRUCTION AND EQUIPPING OF THE PROJECT FACILITY, APPOINTING THE COMPANY AS AGENT OF THE AGENCY FOR THE PURPOSE OF THE ACQUISITION, RECONSTRUCTION, RENOVATION AND EQUIPPING OF THE PROJECT FACILITY AND AUTJORIZING THE EXECUTION AND DELIVERY OF AN AGREEMENT BETWEEN THE AGENCY AND THE COMPANY. Ms. Katzoff then asked the Board to approve a Final resolution for the Project. There being no discussion, Mr. Ryan asked for a motion to approve the resolution. Mr. Schoenwald made the motion. Ms. Hunter seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED A RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS BY THE AGENCY IN CONNECTION WITH A CERTAIN PROJECT UNDERTAKEN AT THE REQUEST OF THE COMPANY. Carousel Center Company, L.P. and Destiny USA Holdings, LLC Ms. Katzoff advised the Board they were being asked to approve a resolution authorizing the Agency to participate in mortgage refinancing relative to the Project. She said there would be some changes to the draft resolution included in the Board s packet specifically regarding page 3, paragraph 2(a) regarding the identification of documents at the request of J. P. Morgan Chase. Ms. Katzoff advised she had no objection to the changes. She said the Company was refinancing its mortgage with the bank to take out the additional lenders involved in the 2012 refinance. She noted the closing would likely take place at the beginning of June. There being no discussion, Mr. Ryan asked for a motion to approve the resolution. Ms. Richardson said made the motion to approve the resolution as amended. Mr. Schoenwald seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED A RESOLUTION APPROVING THE REFINANCING OF CERTAIN MORTGAGES AT THE REQUEST OF CAROUSEL CENTER COMPANY, L.P. AND DESTINY USA HOLDINGS,LLC. 360 Warren Street Associates, LLC Ms. Katzoff advised the Board they were being asked to approve a resolution authorizing an extension of the Sales Tax Appointment relative to the Project. She noted the Board would be approving the

extension retroactively from April 30, 2014 to April 30, 2015 and that the additional sales tax exemption would not exceed $139,559.00. Ms. Richardson asked if the project had exceeded the original sales tax appointment benefit. Ms. Katzoff indicated she believed they had not exceeded the dollar amount but would check on the original exemption amount provided at closing. She noted prior to March 2013 the Agency was not required to monitor the amount. There being no further discussion, Mr. Ryan asked for a motion to approve the resolution. Ms. Richardson made the motion. Mr. Schoenwald seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED A RESOLUTION APPROVING AN EXTENSION OF THE SALES TAX APPOINTMENT AGENT STATUS OF 360 WARREN ASSOCIATES, LLC. COR Inner Harbor Company, LLC Ms. Katzoff said the Board was being asked to approve a resolution authorizing a Public Hearing relative to amendments to the Company s application for Financial Assistance. She advised the Company had made several changes to the original application including acquisition of land for hotel parking across the street from the proposed hotel project, the elimination of onsite hotel parking, the deletion of a banquet facility from the hotel project and the construction of three luxury apartment units consisting of 130 apartments. There being no discussion Mr. Ryan asked for a motion to approve the resolution. Mr. Schoenwald made the motion. Ms. Richardson seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED A RESOLUTION DETERMINING THAT THE ACQUISITION, RECONSTRUCTION, RENOVATION AND EQUIPPING OF A COMMERCIAL FACILITY, AS AMENDED, AT THE REQUEST OF THE COMPANY CONSTITUTES A PROJECT; DESCRIBING THE FINANCIAL ASSISTANCE IN CONNECTION THEREWITH; AND AUTHORIZING A PUBLIC HEARING. Agency Properties Mr. Walsh advised the Board they were being asked to approve a resolution outlining proposed terms relative to the sale of several Agency owned vacant parcels to the City of Syracuse. Mr. Walsh provided a brief description of the Agency properties. Mr. Babilon said the Board would normally be asked to approve the sale after a purchase offer had been negotiated. However, in this type of situation the Common Council prefers to first review proposed purchases. Ms. Hunter asked how many properties the Agency owns. Mr. Walsh advised he would provide a list and noted the Agency has actively been trying to sell some of the commercial parcels. After some further discussion by the Board, Mr. Ryan asked for a motion to approve the resolution. Mr. Schoenwald made the motion. Ms. Hunter seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED A RESOLUTION AUTHORIZING THE TERMS OF OFFER FOR SALE OF 298 WEST JEFFERSON STREET, 495 PLUM STREET, 324 MALTBIE STREET REAR, 501 PLUM STREET REAR, AND 520 PLUM STREET TO THE CITY OF SYRACUSE.

National Development Council Mr. Walsh advised the Board they were being asked to approve a resolution authorizing a renewal of the contract with the National Development Council (NDC) for consulting purposes. Mr. Walsh discussed some of the benefits of NDC assistance noting they were a large player in the New Market Tax Credits program and frequently provided the staff and Board with cost benefit analysis reports on Agency projects. He noted he may begin asking NDC to provide a report on every proposed project to come before the Board. There being no further discussion Mr. Ryan asked for a motion to approve the resolution. Ms. Richardson made the motion. Ms. Hunter seconded the motion. ALL BOARD MEMBERS PRESENT UNANIMOUSLY APPROVED A RESOLUTION AUTHORIZING A CONTRACT WITH THE NATIONAL DEVELOPMENT COUNCIL. Other Businesses Ms. Katzoff noted there was one additional item regarding a clarification by NYS Taxation and Finance regarding sales tax exemptions and Project sub contractors. The change is effective July 1 and may affect some ongoing projects of the Agency she wil advise further on this topic. Ms. Hunter asked about the status of the Hotel Syracuse. Ms. Katzoff said she and Mr. Walsh have been meeting each week with the proposed ownership team, and that the Project was very close to a closing. She said she anticipated giving the Board a complete update at the next Board meeting. Mr. Ryan noted a new Agency CFO, John Vavonese, had been named to fill the open position. He said he currently is finishing up his duties in the City of Syracuse Office of Budget and will be transitioning over to his new position in the next month. VIII. Adjournment There being no further business Mr. Ryan asked for a motion to adjourn. Mr. Schoenwald made the motion. Mr. Thompson seconded the motion. The meeting was adjourned at 9:16 a.m. ALL BOARD MEMBERS PRESENT UNANIMOUSLY ADJOURNED THE MEETING AT 9:16 A.M.